


Diamonds Are Forever

by Miss_Nihilist



Series: Author Recommendations [12]
Category: Ben 10 Series
Genre: Alien Culture, Blackmail, Blood and Gore, Body Horror, Canon Compliant, Character Study, Conspiracy, Dead Dove: Do Not Eat, Dehumanization, Disfigurement, Dubious Morality, Emotional Manipulation, Eventual Darker Themes, Friendship, Gen, Genocide, Introspection, Kidnapping, Major Original Character(s), Major injuries, Medical Procedures, Mental Instability, Minor Injuries, Minor Original Character(s), Non-Canonical Worldbuilding, Objectification, Platonic Relationships, Post-Omniverse, Post-Traumatic Stress Disorder - PTSD, Some Tags May Not Apply (Yet), Tags May Change, Unethical Experimentation, suicide mission
Language: English
Status: In-Progress
Published: 2019-04-20
Updated: 2020-01-19
Packaged: 2020-01-20 17:55:28
Rating: Mature
Warnings: Creator Chose Not To Use Archive Warnings, Graphic Depictions Of Violence
Chapters: 33
Words: 218,873
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/18530182
Author URL: https://archiveofourown.org/users/Miss_Nihilist/pseuds/Miss_Nihilist
Summary: A year after Petropia’s re-creation, Ben and Rook are assigned a deceivingly simple job on the planet — overseeing an "official yearly Plumber check" to ensure that societal development and reassimilation with the galaxy is going smoothly.With Tetrax acting as their guide, it soon becomes clear that not all is as it seems. Digging through conspiracies and figuring out who can be trusted, they find that the glittering surface of the planet is covering a horrible plot against the Petrosapiens, which may hide roots closer to home than any of them realized.





	1. Bolt From the Blue

**Summary for the Chapter:**

> Tetrax chuckled, clapping a hand on Ben's shoulder. The force of the gesture almost sent the boy sprawling, though Tetrax didn't seem to notice. He was swelling with pride as he looked out over Petra. "Not all of our cities are this impressive, but your Revonnahgander partner has a point, Ben. After this, your next visits should only need to be for leisure. We've come a long way in a year. A very long way."

**Notes for the Chapter:**

> This whole fic is based on Alien Force S3 E16, "The Secret of Chromastone." I must've watched that episode about seven times, and it still makes absolutely no fucking sense. I don't even like that episode, but it's pretty much the basis for this entire fic, so if you haven't seen it yet, I suggest either reading the Ben 10 Wiki on the episode (which isn't very good, but it will give you the basics) or making a quick stop over at KissCartoon. You'll need to know what happens in that episode to understand this fic.
> 
> Also, I made up a name for what Petrosapiens and their planet are made out of. That blue-ish crystal? I didn't want to refer to it as "the crystalline substance" for the entire fic, so I'm calling it peranite. Unless any of you all know what it's called, because I sure don't, and the Ben 10 Wiki only says that it's "silicon-based." Which doesn't really help.

"And as the laser grid came rushing at us, Tetrax grabbed me and shot through it like it was  _nothing_. I got completely covered, so we were both fine, but our hoverboards crashed and exploded. Man, Rook, you should've  _seen_  Asmuth when I first met him. He was just going to let the Omnitrix self-destruct tick down and rip the universe apart." Oddly enough, the memory of almost killing himself and everyone in existence made Ben smile. He chuckled at his own story. "Of course, Vilgax showed up before I could convince Asmuth to help me out. The guy just doesn't know when to quit. I couldn't use the Omnitrix, but me and Tetrax and Myaxx, we—"

"You saved the day?" Rook guessed good-naturedly. He had his hands on the ship's control and his gaze firmly fixed on space, but he was still listening attentively to Ben's story.

"Big time," the human confirmed with a cocky grin. "Asmuth fixed the Omnitrix and gave me Way Big. I threw Vilgax so far that he was in orbit around Zenon for days. I'd saved the world before that, but  _that_  was the first time that I save the whole universe. The first of many," Ben finished proudly.

Rook spared him a fugitive glance. "Apologies. I must have misheard the beginning of that story. Were you not the one to endanger the universe in the first place?"

Sulking now, Ben sank down in his seat and folded his arms over his chest. "Yeah, but I still saved it. And I convinced Asmuth to go back to Galvan Prime while I did it. That's got to count for something, right?"

As much fun as it would have been to banter back and forth on Ben's total net contribution to the well-being of the universe, Rook settled for a nod. "Yes, I suppose that it does. I admit the story is interesting. That was not in your Plumber files."

"That's because it's one of the few stories that I didn't tell Grandpa about, back in the day," Ben said matter-of-factly. "It was just me and Gwen that time, and we both agreed on the flight back not to talk about it again. But I guess that I just broke that agreement, didn't I?" He shrugged, a smile on his face once more. Emotional rebounds were Ben's specialty. "Ah, well. It's been long enough. I'm sure she wouldn't mind."

As Rook went to reply, Ben suddenly gasped, getting up out of his seat to stand next to where Rook was piloting. He pressed his face against the glass, squinting at the blue-ish tint in front of them that was rapidly growing. They had entered the Petropia system. Its namesake was the only planet orbiting close to a slowly burning out white dwarf. Around them, also caught in the star's gravity, large chunks of peranite were whizzing by at high speeds. Plumber-standard cruisers were monitoring the space up ahead, but other than flashing their lights in greeting, they let Ben and Rook pass without issue.

"Ben, you have to sit so that I can land," Rook told his partner with a teasing scowl on his face. "We will be there soon. Staring at the planet will not make it approach any faster than I am already flying. And we are near the speed of light as it is."

There was a muttered complaint from the teenager, but Ben sat back down and buckled himself in as told. "Still, it's going to be nice to see Tetrax without someone or something trying to kill me," he said cheerfully. "It seems like we only hang out when there's some huge problem we have to solve. What did Grandpa say we're supposed to do here, again?"

"It is an official yearly Plumber check," Rook informed him. "It is a system that exists in Plumber-controlled areas of the galaxy. Struggling planets are visited yearly by higher-ranking representatives of the Plumbers, usually hand-picked by the Magistrata herself. It is a very serious task, Ben. Our job is to ensure that the planet is developing at an appropriate pace. They have only been back in existence for a year now."

Ben rolled his eyes. "Yeah, and who's the one that brought them all back? Or did you not read that part of the file? Spoiler alert, you're looking at him." He thumped his fist against his chest proudly. "Relax, partner. These people love me. It'll be an easy job, in and out in a week, no questions asked."

Shaking his head, Rook sighed but chose to stay quiet. Sometimes, it was better to let Ben's ego burn itself out. He would be at a more reasonable level of arrogance in the morning.

He shifted the ship into a slower speed as they entered Petropia's gravitational pull. The planet reflected so much light that Rook had to let the auto landing feature do most of the work for him. Looking directly at Petropia's surface for extended periods of time could blind a person. If it wasn't for the distinctly crystalline blue hue of its color, it could be confused for a small star from a distance. But that was the drawback of orbiting so close to a white dwarf.

"Man, Rook, you're gonna love Tetrax," Ben blurted out, barely containing his enthusiasm. "He's sorta like Kevin, but  _actually_  cool instead of just faking it to play hard to get with Gwen. I wish I still had that hoverboard he gave me. It's so cool, Rook, way less clunky than dragging the Tenn-Speed everywhere, and probably faster too, since I didn't have to worry about avoiding obstacles on the ground when I was flying. Ten-year-old me had the  _coolest_  stuff. How is that fair?"

Getting Ben to stop talking was impossible. He was far too excited about seeing his Petrosapien friend again. Rook let the sound of his partner's rambling become white noise while he double-checked that the ship was landing correctly.

As the ship dropped closer and closer to the surface of the planet, Ben eventually quieted himself. He was no less eager but hid it behind a grin instead of continuing to bounce off of the walls. The closer that they got to the Petropia, the less intense the light became. It never actually  _dimmed_ , but it was easier to bear with less surface area in their lines of sight.

The Petrosian Plumber base was made out of the same crystals that made the rest of their planet. Metals and wiring were only used where absolutely necessary. They were weaker than the peranite that made up the planet but seeing as how the crystal couldn't conduct electricity, they were forced to use it to make anything in the base work.

At the sight of the glimmering base, Ben let out a low whistle. "Wow," he muttered, "they didn't have  _that_  the last time I was here. The whole planet just looked like crystal mountains. They've done a lot in a year, huh?"

Rook nodded absently. "Yes, the Plumbers have been working hard to return Petropia to the way that it was before it was unfortunately destroyed. Whatever method you used to restore the planet, the buildings and artifacts did not come with it." He grimaced at the thought. "Thousands of years of history and culture… lost."

Hearing that, Ben sobered for a moment, but he quickly reverted to cheerfulness again. "We'll help them rebuild it. They can build a better city now. A blank slate to start over. And this time, they're not going to get wiped out, so they'll have plenty of history again in no time."

There were so many things wrong with that statement that Rook almost protested. But seeing the genuine look in Ben's eyes, he only chuckled. "I am sure that they would be relieved to hear that, Ben. I imagine that being wiped from existence is an experience that the planet would like to forget."

"Totally," Ben agreed. "I've been there before. A few times, actually. It never stops being tingly." Despite Rook's advisements, he had unbuckled himself and was rapidly tapping his foot against the ground, barely managing to stay seated.

They were close enough now to see the Plumbers managing the base. As Rook first assumed, most of them were Petrosapiens. This planet wasn't like Earth, which had only recently been deemed capable of handling Level 3 technology. Petropia had been far beyond that before getting obliterated, and they weren't as reliant on more experienced beings the way that humans were.

Of all the Petrosapiens milling around the outside of the base, Rook assumed that the only one  _not_  wearing a Plumber's uniform was Tetrax. He had never even heard of this being until Ben's enthusiastic stories during the flight. And for a file as detailed as Ben's, Rook found it hard to believe that Tetrax would have just accidentally been left out or overlooked. Something about the whole thing irked him, but he couldn't place his finger on  _what_.

The ship jarred them both as it touched down. Ben almost fell out of his seat trying to stand before the landing was complete. If this embarrassed him, he didn't let it show.

"Rook,  _c'mon_ , you're taking too long," he groaned impatiently as his partner stopped to make sure that the equipment was all reading correctly and everything important was safely accounted for. "These guys can do all that boring technical junk. They're Plumbers, they can handle the Plumber-standard cruisers."

And while it was true that Rook had forgone his Proto-TRUK for a Plumber ship that had an FTL drive, so he didn't have a personal attachment to its state, he didn't see how any of that meant he shouldn't take the ship's well-being seriously. Rook was about to tell Ben as much, but his partner was as impatient as ever and had already opened the bay doors. Knowing how culturally ignorant Ben could be, Rook heaved a sigh of defeat before going after him.

"Must you always be so restless?" Rook asked dryly from Ben's side. He crossed his arms over his chest, waiting for the ramp to finish lowering.

Predictably, Ben didn't seem to notice this little detail. He shot Rook a grin. "You're being overdramatic. When have I ever been impatient?" And without waiting for the ramp to finish descending, Ben jogged out onto the platform. He reached the end of it just as it made contact with the ground and, not missing a beat, threw his arms around the only Petrosapien there who wasn't wearing a Plumber's uniform.

"Ben! Good to see you!" Tetrax greeted. He had a much deeper voice than Rook would have initially guessed. While Petrosapiens were naturally buff, especially the males, Tetrax looked like he worked at it. Compared to him, Ben looked like a faint breeze would blow him over. Not that it stopped Tetrax from hugging the human back. It was a brief embrace, over as soon as it had started. Neither of them seemed comfortable with openly displaying affection.

"Yeah," agreed Ben as he straightened back up. "It's nice to see you when nothing's in peril for once. Oh, right! Tetrax, this is Rook." As soon as his partner descended the platform to stand next to him, Ben grabbed Rook by the arm and yanked him closer. "He's my partner now that Gwen — you remember my cousin — and Kevin are doing their own thing. Rook, meet Tetrax."

Now that he was being addressed, Rook stood up straighter. He gave Tetrax a respectful nod. "It is nice to meet you, Mr. Shard. I am Rook Blonko, of the planet Revonnah. Magister Tennyson assigned me to partner with Ben. I have heard a lot about you from him."

Rook was expecting to leave it at that, but Tetrax instead reached out and grasped his hand. For a moment, he was frozen but then realized that Tetrax was giving him the human handshake greeting. He still didn't understand the concept too well but shook back. Based on the amused grin Ben was giving him though, Rook doubted that he was doing it correctly.

"Of course. Anyone who can keep a handle on Ben has my respect," Tetrax said. That got him a scowl from the human, but there wasn't any malice in it.

The absence of this Petrosapien from Ben's files still left Rook a little suspicious, but he relaxed. Tetrax didn't seem like a bad person and, based on the stories that Ben had told during the flight, he could be trusted at least marginally. Besides, as Tetrax had said, it took a special sort of person to keep Ben from getting himself killed. If nothing else, the two of them would have that in common.

One of the other Petrosapiens from their greeting party stepped forward. He was obviously the one in charge and held himself as though he had already earned their respect. Whereas Tetrax and Ben's Petrosapien form, Diamondhead, were the same shade of mint-cyan, the newcomer was a deep navy. His eyes were an electric lime, somehow managing to be more green than the Omnitrix.

"Welcome to Petropia, Ben Tennyson and Rook Blonko." He spoke with a rough voice that matched his no-nonsense demeanor. "I am Corporal Mantle, the Plumber officer assigned by Magister Argyle to be your escort. Behind me," he waved towards the three Petrosapiens standing at attention, "I have cadets Igneous, Popigai, and Kimberlite. For the seven rotations that you'll be staying on our world, we'll act as your guides, your informants, and your protectors, should the need arise."

As expected, Ben looked confused. Rook knew all of this already, having read the mission briefing they'd been given, but he didn't think that Ben remembered the assignment even being  _mentioned_  until they were already leaving.

"But we have Tetrax." Ben pointed to his friend. "Why do we need four bodyguards? I think that I can handle it if a street fight breaks out or something."

Corporal Mantle shook his head. "Tetrax is not a Plumber. Were your visit for leisure purposes, his presence wouldn't be a problem." Somehow, though, the thinly-veiled tone of disgust in Mantle's voice gave off the opposite impression. "This is a Plumber assignment. Magister Tennyson asked that Tetrax be allowed to accompany you, but that's the only exception that we can make. We understand who you are and what you've accomplished, but this is the proper procedure. Magister Argyle was  _very_  specific in his orders."

Ben snapped his mouth shut. He didn't look all that pleased, but he knew when a battle was lost. There was no chance in convincing Mantle to forget protocol anymore than there was a possibility of coaxing Rook into using contractions. At least Ben hadn't asked who Magister Argyle was. Showing ignorance of the man in charge of the only Plumber base on Petropia wouldn't have made a good first impression.

"While you're staying on this planet," Mantle continued, "we have only three rules for you, Tennyson, sir, and your partner to follow. The base itself is, of course, fully accessible to either one of you. Within certain parameters.  _Igneous_!" He snapped his head around so suddenly that a bit of peranite splintered off of his neck. "What's rule number one?"

The young Petrosapien soldier stiffened, giving a salute. He was the same shade of blue as Tetrax, though his eyes were the color of candlelight. His lithe body type suggested that he relied more on speed than strength. "While outside of the base, wandering from the group is not permitted, sir! Everyone goes together or they don't go at all! Sir!"

Mantle gave a single nod of his head, turning his attention to the other young male. "Popigai! Rule number two, soldier!"

This cadet was pale lavender, quite a rare shade in Petrosapiens. He was much tenser than Igneous was and had even less muscle on his body. "Curfew is sundown to sunrise, sir! During these times, anyone spotted outside of the base will be immediately apprehended, no exceptions,  _sir_!"

"Kimberlite!" Mantle turned to her next. "Rule number three, cadet!"

She seemed anxious but hid it well behind a cool scowl. "Don't go anywhere alone, sir! Even in secure locations, no one is permitted anywhere without an escort! No exceptions, sir!" Unlike her fellow cadets, Kimberlite looked battle ready. There was a certain gleam in her eyes and she was built like she could crush a mountain. Her body was a deep shade of jade, and with it came the impression that she was larger than life.

Throughout this exchange, Ben watched with a faint smile on his face, like he was remembering something that he thought fondly of. His expression quickly grew neutral again as Mantle turned back to them.

"You should know that Petropia has very strict laws. There will be no exceptions or leniency, not even for  _the_  Ben 10." His eyes narrowed. Oddly enough, Rook thought that there was a bit of admiration in those eyes as the Corporal stared hard at Ben. But he couldn't imagine why Mantle would be so cold if he respected the human. "Is that clear?"

The corner of Ben's mouth quirked up in a half-smirk. "Crystal," he replied with a nod.

Mantle stared for a moment longer, not understanding the human phrase, before finally deciding that it was an affirmative and giving a nod of his own. Briefly, Rook noticed Tetrax shoot Ben an amused look. "Excellent. Please, follow me. I'll show you where the two of you will be sleeping for the remainder of your stay."

They started off after him. Rook noticed the three cadets moving to flank them but put it out of his mind. Ben didn't seem the least bit bothered by the shadowing. In fact, he had already moved on and was talking animatedly.

"So much has changed since I last saw you, Tetrax. It's only been a year, but I don't know where to start." Ben was eager to try though, sneaking glances to gauge Tetrax's reaction as he began listing things off on his fingers. "I stopped an Incursean invasion of Earth, finished a Time War, went back to the beginning of time and got to see the universe being created, mastered full-control of Alien X—"

"Yes, I saw the trial for that," Tetrax added. He didn't look impressed so much as he did entertained, watching Ben prattle on with something akin to fondness. The other Petrosapiens, Rook noticed, looked increasingly awed and doubtful as Ben continued.

All of this went without the human's notice. "—and I met up with a bunch of alternate mes to fight evil versions of myself and Vilgax in another dimension, got a Ph.D. from college, freed a bunch of slaves that an alternate Ben had working for him, and held the Big Bang in my actual, literal hands, and I—"

Ben stopped talking when Tetrax chuckled. He stopped walking, and as he did, the entire group was forced to as well.

"All of that, huh? It's hard to believe that you're the same child who couldn't plan through a fight beyond throwing the hardest punches." Tetrax placed a hand on Ben's head, ruffling his hair much to the chagrin of the teenager.

Huffing, Ben flattened his hair back down and stood up straight again. "I've come a long way since—" He caught Rook's gaze, smiling faintly. "And, well, y'know… I've had some pretty great partners. I couldn't've stopped the Highbreed invasion way back when without Gwen and Kevin, and I wouldn't've been able to make sure the universe got created without Rook's help."

There was a knowing look on Tetrax's face as he and Rook shared a glance. Whatever the Petrosapien saw, it must have been satisfactory, because he nodded. "I can see that. Your partner must be remarkable if all of your stories are true. But slow down, Ben. We have plenty of time to catch up. Now, what's this about a Time War?"

So Ben began to describe it to him.

There were moments that Rook would have to fill in, either because Ben wasn't sure how to broach a topic so complex or because the logistics of it were so confusing that they  _still_  barely understood what happened. Mostly though, Ben carried the story by himself while Rook memorized what he could of the Plumber base. In was enormous, easily three times bigger than Earth's base. The outside was deceitfully small — most of the structure was contained beneath the planet's diamond-hard surface.

"—couldn't stop Maltruant from putting his body back together. He disappeared with himself intact, but then I got contacted by this time traveling friend of mine, Spanner, and he sent me twenty years in the future to fight Maltruant with my future self. He was getting away, so me and Rook got in our Time Cycles and Professor Paradox—" Ben was cut off when, in front of them, Mantle stopped walking.

The Corporal pulled a Plumber's badge from his utility belt, holding it up to a scanner. The door next to it slid open with a smooth whir, revealing sparsely decorated sleeping quarters. "The scanners in the base will recognize the Omnitrix," he added, turning to Rook and Ben. "This is where the two of you will retire to every night. Curfew is sundown. You can still wander the base if one of us is with you, but otherwise, it's expected that you'll stay in your quarters. Under no circumstances are you to go outside. Understand?"

The room itself wasn't that big. It had space for them to set their bags (which had been left on the ship in Ben's rush), a mirror along the far wall, a steel chair, and two beds. The walls and floor and ceiling were, of course, peranite. The beds were too, though blankets and pillows had been added as an accommodation for the non-silicon based life forms.

With a frown on his face, Ben pretended to study it for a moment before shooting Mantle a thumbs up. "Got it. So, when do we move on to the exciting things?"

"Ben," Rook sighed, cutting off a frustrated-looking Mantle, "this is a serious assignment. It will not be as exciting as what we are used to dealing with while on patrol."

Unphased, Ben grinned. The flicker of doubt that crossed his face just a second before that was gone as easily as flipping a switch. To someone who hadn't been paying attention, the slip would have been entirely unnoticeable.

"Psh, don't be such a downer, Rook! We're protecting people. That's  _always_  exciting, right?" Still, there was a touch more seriousness to Ben's face when he turned back to Mantle. "So now that the tour's out of the way, we get to see the city, right? I didn't get to sightsee much the last time I was here."

Evidently, Mantle had decided that being incensed wasn't worth the effort. He sighed, giving a stiff nod. "Of course. Over the seven days that you'll be staying here, you'll be seeing seven cities. Today, we'll be showing you our capital city, Petra." His voice was aglow with pride at the mention of it.

A smirk came to Ben's face. "Not much for names, huh?" He leaned over, muttering directly to Tetrax.

The Petrosapien snorted, corners of his mouth turning up into a faint smile. He nodded his agreement, replying so quietly that even Rook couldn't hear it. But it made Ben chuckle, and the two shuffled forward after the retreating Plumbers.

Rook paused, watching their backs for a long moment.  _Something_  about Tetrax was making his stomach churn. He didn't trust the warrior, as much as he wanted to. Of all the things that Rook had learned since becoming a Plumber, being comfortable with trusting his gut instinct had been one of the most valuable. He may not have been able to put his finger on the reason  _why_  or even have any evidence to justify his feelings, but something about Tetrax was  _off_. Rook wouldn't say anything for now, out of respect for Ben's friend and what he had done to save the universe, but he kept a wary eye on Tetrax as they continued.

The hallway folded through many twists and turns. As confusing as it was, Rook did his best to memorize the path they were taking. Sleep would be necessary eventually and he didn't want to ask Mantle to show them to the room a second time. He was so focused on this self-designated task that Rook didn't notice anything changing until Ben let out a gasp.

Automatically, Rook was on edge. He found himself relaxing almost immediately though, and was thankful for being towards the back of the group. No one had seen his hands twitch for the Proto-Tool slung over his shoulder. Rook bit back a curse of annoyance. This was a serious job, yes, but not a  _dangerous_  one. A year of being Ben's partner had gotten to him more than he initially thought.

Rather than an enemy trying to kill them for one reason or another, what had made Ben gasp was merely the glittering sky bridge they found themselves in.

Like everything else, it was made of peranite. But instead of the harsh angles and factory smooth walls that designated the main base, the bridge was more of a tunnel. The top arched high over their heads, closing up a wide platform that extended from the side of the Plumbers' base for almost a mile, slowly sinking into the surface of the planet. Rook could see why Ben had been impressed. It was a marvel of innovation. Even without the impressive ingenuity, the way that the white sunlight caught on the thin crystal and made the air itself glow had Rook staring for longer than he wanted to admit.

The sky bridge was decently full of other Petrosapiens, as well. All of them were in Plumber uniforms and all of them stared at their little group. Not all of the stares felt friendly, but Rook had been living among humans for so long and had gotten so accustomed to their open expressions that he had trouble figuring out what these strangers were thinking. He tried to put it out of mind. Their opinions, though insightful, were ultimately irrelevant. More pertinent, Rook was curious as to what the Petrosapiens had to be mad about. Mantle hadn't seen very pleased with Ben either, but if the story that Rook had heard was true, then hadn't the human restored their planet and all of them to life? Maybe Ben's ego was rubbing off on him, but Rook was wondering why these people weren't worshipping the ground where Ben walked. That would _at least_  make more sense than some of the glares sent their way.

"This bridge leads us out directly to Petra," Mantle informed the group as they walked. "It was one of the first things to be constructed after our planet was revived. Peranite is a notoriously difficult material to work with, but over the eons, the people of Petropia have become masters in the craft. It's the perfect building material — lightweight and sturdy, but flexible enough that we've never wanted for the steel machinations of other civilizations," he said, puffing his chest up proudly. The sight reminded Rook a bit of a strutting bird.

"It's been quite the time saver," one of the cadets, Popigai, added in. "Petra is by far our largest and most profitable city. Since the successful installation of the bridge, time spent walking between the city and the base has been reduced by forty-six percent." He paused, then continued, "I was on the design team for one of the models, as it so happens."

"Woah, really?" Ben looked genuinely interested, catching Popigai off-guard. Nervous, the cadet nodded and tried to return to their professional silence, but Ben didn't seem to notice. "How come they didn't end up going with your design, then? I didn't think that bridges of diamond would need to be picky."

Any hope of maintaining the quiet was instantly lost. "Oh, not at all, sir," Popigai said eagerly. "Peranite is a wonderful material, but melding it together well enough to hold up a mile of bridge is more complex than  _actual_  rocket science. My team's design failed because we mistakenly tried to build a bridge like any other room. As it turns out, the rounded tunnel made for a more aerodynamic and balanced final product."

"It is indeed marvelous," Rook commented, looking over his head. "How did the design team manage to make the walls and ceiling so thin while retaining the necessary stability from the elements?"

And that was how the next fifteen minutes passed by talking about bridge construction. Of all the times for Ben to pay attention to something besides the Omnitrix, it  _had_  to be about diamond-hard bridges. Rook silently prayed to Brallada that his partner might actually retain some of this information. Understanding the basics of engineering and mechanics certainly couldn't do any harm.

Unfortunately, everyone else in the group seemed about ready to bash their heads in by the time their party of seven left the bridge. The conversation had shifted to an argument on the laws of physics (Ben didn't quite grasp why the planet's size would affect how bridges had to be built) when it suddenly went quiet.

Rook felt the same. The sky bridge had been impressive to be sure, but he was officially speechless as he looked at what lay ahead of him.

Following the gentle, downward slope that had brought them in the base of the mountain and deeper still, there was a Plumber check-point. Badges were scanned and people were waved on ahead as their credentials checked out. It was all pretty typical, but that wasn't what had caught the attention of the two off-worlders.

The mountain had been hollowed.  _How_ , Rook couldn't fathom, but he didn't need to understand to stare with big eyes and a loose jaw. Light entered the cavern from the weak places in the peranite dome above them, making the entire, sprawling city light up like the night sky. The buildings reflected that light in turn, until not an inch of the metropolis was still in the dark. It must have taken months of non-stop labor to get results like this. Homes and shops jutted out from the ground like they had grown there, twisting in elaborate swirls and spirals to defy gravity. The taller buildings nearly brushed the edge of the dome. It looked like a paradise. Wide streets were bustling with crystalline people. There wasn't a hint of trash in sight. Fluorescent moss had been grown in purposeful patches to light up the streets when night fell. Even from their vantage point overlooking the enormous underground city, Rook could hear laughter and voices floating up to greet his ears.

He didn't realize that he was smiling until he looked over at Ben and noticed the identical grin on his partner's face. They locked eyes for a moment, but there wasn't a way to describe what they were feeling. There was nothing that either of them had experienced that could compare to this.

"All of this… was constructed in the past year?" Rook asked weakly. He didn't need to turn to see Mantle's smug look. The sound of cracking told him that Popigai had nodded. With a joking smile, Rook directed his next words at Ben. "I doubt that we will be needing to return to check on Petropia once this week is completed. This is…"

"Amazing," Ben finished for him. The human was back to bouncing on the balls of his feet, visibly having to restrain himself from grabbing Rook and tearing off into the city. "C'mon. I brought this planet back, and I wanna see some of what they've accomplished."

Tetrax chuckled, clapping a hand on Ben's shoulder. The force of the gesture almost sent the boy sprawling, though Tetrax didn't seem to notice. He was swelling with pride as he looked out over Petra. "Not all of our cities are this impressive, but your Revonnahgander partner has a point, Ben. After this, your next visits should only need to be for leisure. We've come a long way in a year. A very long way."

There was that gut feeling again — the sensation that Rook was missing something. He had noticed the hint in Tetrax's statement and the way that Mantle's face tightened just a fraction. Rook almost asked about it, but before he could, Ben grabbed him by the wrist and pulled hard. Surprised, Rook stumbled forward, being dragged along by his friend. Evidently, patience still wasn't Ben's strong suit.

"Do you think we could ever get Undertown to be this sparkly?" Ben yammered on excitedly. "I wish I had seen this stuff the last time I was here. Look at all of this, Rook! Can you believe that this place used to be  _covered_ in cities like this? Do you think that they have smoothies somewhere down there?"

And Rook could have very easily pulled himself free of Ben's grip. He should have reminded his partner of how serious this was supposed to be. But the excitement was contagious and Rook didn't have the heart to spoil Ben's good mood on their first day here. He put thoughts of unease and guarded looks out of his head, and instead indulged Ben's fantasy of crystal-looking smoothies.

**Notes for the Chapter:**

> Obligatory world-building chapter. I’ve got to set the scene, you know? The next chapter will pick up. 
> 
> Those who have read my rare multi-chapter works before know that I like to name chapters with a theme. Usually, it’s song titles or lyrics, but for this fic, I’m going to be using common idioms in the English language. (Including the title of this fic. For those that want to look it up, the source of that idiom has some, uh, interesting implications in terms of foreshadowing.)
> 
> If you aren’t sure what one of the chapter titles mean, you should look it up. And if you aren’t sure how it ties into the chapter, just drop a comment. I’m the kind of AP English nerd who gets excited about language devices, so I’d love something like that. 
> 
> Anyway, it might just be fun to learn something about idioms. The next chapter title will always be listed here, in the bottom author notes, and they can serve as a subtle way to tell you guys what’s coming next. So that’s something to get hyped for. Updates will happen on Sundays. Unless I forget. Which I inevitably will, at some point. 
> 
> **Chapter Two: _The Devil’s in the Details_**


	2. The Devil’s in the Details

**Summary for the Chapter:**

> Footsteps. Tetrax stood in front of him, a serious look on his face. As tempting as it was to keep looking at the floor, Ben forced himself to make eye contact. He was waiting for Tetrax to lecture him like Grandpa Max would have — to remind him that Mantle was a commanding officer for the Plumbers and that Ben ought to show more respect.
> 
> Instead, Tetrax placed a hand on top of Ben's head and leaned down a bit to meet his eyes directly. "Some hero," he agreed fondly.

Something was going on.

Ben paid more attention than people often gave him credit for. He knew that things were being hidden from him, that details were being carefully left out and keywords were substituted for kinder approximants, but he couldn't put his finger on what it was. Not yet.

It was a little concerning, sure, but on the flip side, why should he panic about something he couldn't control? His little entourage was under strict instruction not to let him out of their sights and he doubted that demanding answers would get him anything other than carefully blank looks. So instead of getting all stressed and tense like Rook was, Ben grinned and pulled his partner towards the first food-looking stand that he saw. Might as well spend their time on something enjoyable, right?

"Wow," came Rook's stunned voice from Ben's side. "That is certainly…  _wow_."

_'Wow'_ was a really good word for what they were looking at. Ben wasn't sure what Petrosapiens ate, but what he was looking at implied that, whatever it was, it wasn't actually  _food_. As far as he could tell, the food booth was being peddled as human cuisine, but Ben didn't recognize half of the ingredients being flash-fried in front of the amazed group of waiting customers. He grimaced when the chef cracked open an egg twice the size of an ostriches' and dumped only the shells into the simmering, bubbling mess on the griddle. What looked like blood was oozing all over the counter. And were those crystals glittering in that undercooked pile?

Slowly, Ben nodded. "Wow," he agreed.

Heavy footsteps announced Tetrax's approach, though the firm hand that clapped down on Ben's back did the job too. "This used to be my favorite type of food. Of course, then I actually visited Earth, and now it feels tacky," Tetrax said. There was a hint of nostalgia in his voice and a chuckle that he was holding back. "Petrosapiens don't eat or process food the same that humans do, Ben. We get our energy from minerals found in the ground. It's what lets our bodies grow as strong as they do. Petropia is a beautiful planet, but fertile land for growing is all but impossible." He paused. "Of course, since we set up trade with the galactic market, it's been hard to resist putting our minerals in with off-world food. We don't have taste buds, but the difference in texture makes eating a much more enjoyable exercise."

Vaguely interested, Ben rubbed his jaw with curiosity. "So that's why everything tastes like dirt when I'm Diamondhead…" he muttered.

The others caught up quickly and both Rook and Ben were mildly disgusted to see Igneous getting in line for the off-world food fusion. "If you'd like something to eat without bits of rock in it," Popigai said as he came to stand at their side, "you should wait until we get back to the base. Special preparations were made ahead of time to keep you both well-fed. From what I can tell, ingesting minerals like this is poisonous for non-silicon-based lifeforms. Fascinating, isn't it?"

"I think that the word you're looking for is, "disturbing,"" Kimberlite cut in. She scowled, elbowing Popigai in the gut. He did a good job of pretending that it hadn't hurt. "Stop freaking out the off-worlders and focus on your job for once, would you? This isn't a social party."

Ben probably would have snarked back to that, but his attention was caught by the exchange taking place between Igneous and the food vendor. He watched for a moment before nudging Tetrax to get his notice. "What do you guys use for money? That looks like a credit card." He gestured to the small, metallic square that Igneous was exchanging for his food.

Instead of Tetrax, Rook was the one who answered. His interjection was almost deliberate, but Ben chose to ignore it. "Petrosapien economics revolved around trade and barter for much of their history, Ben. Once accessing the stars, money meant little to them. Their bodies and planet are made out of a material second only to taydenite in terms of versatility, durability, and value."

Tetrax nodded in agreement. If he had noticed Rook's hostility, he chose not to mention it. "Like your partner said, Ben. Petrosapiens have no need for money. We don't trade anymore, but we use something of a social credit system. See, watch." He pointed to the food vending station, where Ben watched as Igneous' card was plugged into a dinky-looking machine.

Alien numbers flashed on the card, displayed in a holographic red before ticking down a few. What Ben assumed to be the vendor's card was plugged into the machine on the opposite side and it lit up green before counting up in the exchanged amount. He noticed that Igneous had several more digits in his number than the vendor did. Regardless, the exchange was complete. Igneous took his card and his food and the next person in line moved forward.

"Social credit system?" Ben repeated, looking up at Tetrax partly to avoid staring at what Igneous was currently shoving in his mouth. "So… what? Those numbers are, like, a ranking?"

This time, Mantle was the one to cut in. He scoffed. "It's not " _like_ " a ranking. It  _is_ a ranking. Credit is earned through work and favors. Certain benefits and privileges are given to those with high enough scores. Only the King has permission to view all of them, of course, but the numbers are always changing. The most influential man on Petropia may be dirt-poor tomorrow. Credit can be taken by the King for any reason and Plumber officers are allowed to make deductions if a crime is committed."

There was a lot to dissect there. Ben wasn't stupid enough to start arguing economic policy with someone who didn't even like him. Not that he really knew what was bothering him about the idea of Credit, only that it left a foul taste in his mouth. Instead of voicing that thought, Ben latched onto the other part of that explanation, which he found infinitely more interesting.

"You have a King? I didn't know that Petropia was a monarchy," Ben remarked.

"Close," Tetrax answered before Rook got the chance. "Our King is elected through combat. Petrosapiens are, first and foremost, a warrior species. We tend to leave the smarts to privately funded researchers and, of course, the Plumbers. Once a year, we have a conquest tournament. The King can be challenged by any citizen of the planet. No weapons or modifications are allowed in the fight. Some years, the fighting lasts weeks until the competitors stop coming." He chuckled at some long-faded memory. "I challenged the King myself, once in my youth. I was defeated in under a minute."

Now  _that_ sounded much cooler than economics and forms of government. Ben started to ask for details, but Rook had other ideas.

"The King is not the only authority on Petropia. There are two councils that advise the current ruler," Rook explained. "The High Council made up of fifteen individuals hand-selected by the King, and the Low Council, with an equal number of representatives, nominated and elected for the position by the general public."

"An exceptionally high Credit score is needed for the possibility of coming to that position," Tetrax added in. "The higher one's Credit score, the more points their vote is worth."

There was that "this is so wrong" feeling again. Ben frowned but said nothing.

Thankfully, the conversation quickly died out. Apparently, Petrosapiens ate very quickly. It looked like Igneous had left that vendor with several pounds of food, but barely a few minutes had passed and he had already finished all of it.

"Well, now that you're ready to continue…" Though Mantle shot Igneous an unimpressed glare, he didn't seem too upset. The Corporal had mostly stayed out of the conversation, but hearing the off-worlders learn more about Petropia had sated him somewhat. "Officially, we have our stops for today planned out. We'll be seeing the city's museum and library and colosseum. The day will be closed with dinner at the Plumbers' base for our visitors, with Magister Argyle overseeing. Meeting the King has had to be pushed back to your last day here. He has a very busy schedule, obviously, and the palace is far from here." He gestured down the street, lined with similar vendors to the first, and started off. "We'll start with the Library of Petra."

Following his directions, the group started off. Ben couldn't help but be tense, eyeing the Plumbers around him with unease.

"Is it just me," he leaned up to whisper to Rook, "or does this feel more like an execution march than an escort?" And it was hard not to make that comparison.

Four Plumbers meant there was an armed guard in each direction. When they walked, Ben and Rook and Tetrax remained safely in the center, separated from the people they passed. Rather than looking pleased to see law enforcement, Ben was taken aback to see people avoiding his stare and some even looking angry. Maybe things would be less tense if their Petrosapien protectors would put their blasters away and relax, instead of treating every person they passed like they were already criminals.

"I have also noticed this," Rook answered back, keeping his voice down. "I am sure that they are only trying to perform to their absolute best. This visit is very serious, Ben. Our report will strongly influence the assistance that they receive from the Magistrata going forward." Even as he said it though, Rook didn't seem convinced. He felt the anticipation in the air, too.

The only problem was, Ben didn't know what he was supposed to be anticipating.

Thankfully, Tetrax was acting normally. He treated the Plumbers like they were invisible, which made it a lot easier for Ben to actually enjoy himself. They carried on a casual conversation during their walk to the library. Even though Ben hadn't been given a real reason to distrust his entourage, he made sure to keep his talk with Tetrax limited to the bare minimum. He skirted over important details and names, letting Rook fill in the obvious blanks of his stories with half-truths and hand-waves.

He wondered if Tetrax knew what was going on. Could he tell that Ben was avoiding things on purpose? Surely he couldn't be in the dark about this unease — Tetrax had been a mercenary, after all. He couldn't turn a blind eye to something so obvious.

But Tetrax gave no indication that anything was wrong. He was perfectly at ease and relaxed as they carried on like old friends on their way to the first stop.

And, big surprise; the library was boring. They didn't spend long there. Ben wasted time admiring the crystal interior, which was easily the most impressive part of the stop. Even then, he was just about bored to tears. The library was huge, as expected, but the etched tablets of peranite were few and far between. As Mantle explained to them again, all old records had been lost when the planet was destroyed. The written works that they had were only a year old at the most and though there were legions of Petrosapiens working to recount and record their lost stories, their species wasn't one for books. It was a slow going process.

At the very least,  _Rook_ was entertained. He and Popigai chatted animatedly about the most efficient way to write in peranite and the pros and cons of importing paper so that Petropia could begin making books. And that inevitably lead to a discussion on the merits of books over carved tablets in the first place, at which point Ben chose to tune them out to spare his sanity.

When they eventually left the library, Ben was dreading the next stop. A museum was like a library for things that weren't books. With his luck, they would be spending even longer there. The colosseum was last and it couldn't come soon enough. He felt like he was going to pass out from boredom. Not even talking to Tetrax helped, because Rook had yet to stop chatting with Popigai since they left the library. Their conversation about the history of written language on other planets became an insistent buzzing in Ben's mind — a white noise that sucked enjoyment straight from the air.

It was enough to drive a person crazy.

By the time they reached the museum, Ben was actually glad to see it. If Rook  _had_ to have his nerd-talk, hopefully the museum could inspire a topic that was at least interesting enough to be tolerable.

Like the library, the museum was an enormous building with intricate and surprisingly delicate detailing. Ben wasn't one for architecture, but even  _he_ had to appreciate the craftsmanship at play. It seemed impossible that they had constructed it in a year, but then again, it was probably easy when you could control the building material with your mind.

What separated the library and the museum for Ben was the number of people around. He got the feeling that the library hadn't been a public one. It was too regal and imposing for them to let just  _anyone_ in. And, it had only had one door.

The museum wasn't like that. It had several entrances, each with a setup that looked similar to a toll booth back on Earth. Ben counted five doors. Above each of them was a screen that displayed symbols that he had come to recognize as numbers. Ben didn't understand the purpose of them at first until he noticed people stepping up to the tolls and handing over their Credit cards. His expression darkened. The line on the far left was completely open, whereas the one on the far right was packed full of people trying to get into the museum. Even after scanning their Credit, those on the right had to be patted down and scanned thoroughly before being permitted to enter. If Ben had been close enough to check, he wouldn't have been surprised to see a hefty fee, too.

"We're on this side," Mantle said, leading the group over towards the left. Then, abruptly, he stopped and faced them. There was a crude sort of smile on his face. "Tetrax, you—"

"—will show Ben and Rook to the alternate security," Tetrax finished for him. "They won't be able to get in that way without a Credit score." His eyes narrowed as if daring Mantle to say something else.

The Corporal glanced between Ben and Rook before giving a stiff nod. "Kimberlite will go with you. The three of us will meet you inside when you're finished." He nodded for the cadet to step forward, gesturing for the other two to follow him before turning to walk towards the entrance gates. Still, despite his agreement, he didn't let his eyes leave their splinter group for more than a few seconds at a time.

"What was that about?" Ben asked Tetrax once Mantle was out of earshot.

He never got his answer. "No time for stupid questions," Kimberlite cut in, her scowl almost as sharp as the Corporal's. "Security the long way always takes more time, and we have a schedule to keep. We'll be over there."

She pointed to the right side of the building. Alien letters were carved into the wall above a large arrow. Ben couldn't read whatever the Petrosapiens called their weird-looking language, but he was relieved to see that at least pointing was universal.

They followed her directions. Around the building, there wasn't a gate like the first few. Instead, a bored-looking museum employee leaned up against the wall. When she saw them, she straightened up but didn't make any effort to look invested. There was a door next to her, only distinguishable from the rest of the peranite wall by a heavy handle. Above that, there was yet more lettering. Ben filtered it out.

"Welcome to the  _Tinto Argyle Museum of Petropian History and Culture_ ," the museum employee said with a forced smile. She started to continue her little spiel but was cut off.

"Tinto Argyle?" Ben repeated. "What, is it named after the Magister?"

The employee blinked like she had never heard such a stupid question in her life. Slowly, as if talking to a child, she nodded. "Yes," she said evenly. "He has donated a lot of money to the museum recently. It was renamed in his honor. Are there any more questions?" This was said with such sarcasm that no one dared to say anything more.

Once again, the employee fixed a clipped smile to her face. "Two of you are off-worlders, so our security is going to be a little more thorough. If your species has an abnormal reaction to z-bosons, has more than five obscene orifices, or possesses any natural magnetism, please let me know now." She waited, glancing between Ben and Rook, before giving a nod. "Good. I wasn't in the mood for that."

She pointed to Tetrax first, opening the heavy-looking crystalline door. Beyond its threshold was nothing but blackness. "You first, sir. Cadet, I assume that you're going last?" The look that she gave Kimberlite was nothing short of disgusted.

If the agent noticed this, she said nothing. She only nodded, crossing her arms and waiting patiently for the procedure to continue.

The employee sneered as if offended by this reaction, before turning her attention back to Tetrax. She didn't seem overly fond of him either, merely jerking her head for him to continue while avoiding eye-contact. Tetrax stepped into the void without so much as glancing at Ben and the door shut behind him.

Rook and Ben exchanged meaningful looks. They didn't talk — didn't dare to, with the tension emanating from Kimberlite — but their stares communicated the same befuddlement.

There was complete silence for two full minutes. Then, finally, the employee seemed to decide that it was done. There wasn't a blinking light or a ding to tell her so, but she suddenly focused on Rook and gestured him forward. "You next, Revonnahgander. You'll have to set your weapon down once you step inside and collect it as you leave the museum."

This didn't settle well with Rook. He looked to Ben for support, but the human only shrugged as if to say, " _what can you do?"_ Rook rolled his eyes, but compliantly took his Proto-Tool from over his shoulder and stepped through the open door.

Ben watched it uneasily. He didn't like the way that Rook and Tetrax had up and vanished. There were no curtains hiding the interior or shadows to indicate that it was simply dimmer inside. It was like they had hit a wall of pure blackness and pushed right through. It swallowed them, not leaving so much as a silhouette for Ben to keep track of.

Again, there was silence. Boredom set in pretty quickly without Rook to share in his confusion. Both Kimberlite and the employee acted like this was all perfectly normal.

Swallowing a yawn, Ben clasped his hands behind his back, turning his head to look at the cadet over his shoulder. "So…" He drawled. "Why did you join the Plumbers, Kim?"

From what little he knew of Kimberlite, Ben wasn't actually expecting an answer. But he figured that getting told to shut up was at least a few seconds of interacting with  _someone_. And it would probably still be less annoying than if he started whistling or humming.

" _Why_?" Kimberlite blinked, looking genuinely caught-off-guard. She tried to scowl at him, but it came across as forced and practiced. Her surprise was such that she didn't even seem to notice the nickname that Ben gave her. "I joined to service my planet. That's why everyone joins. Is it  _different_ on Earth?" The way that she said "different," it was probably supposed to be an insult. Her tone was mocking, her expression guarded and cynical once more.

Flippantly, on a whim, Ben wanted to surprise her again. He wanted her to look confused and unsure over this "hardened warrior" persona she was presenting. He doubted that he could pull it off, but he had a minute or so until Rook finished. A lot could get done in only a minute.

"Not really," he replied, grinning at her as he rocked back and forth on his heels. "I guess people join law enforcement for pretty much the same reasons, no matter what the planet is. I only joined because they made me. I don't get why. I was doing just fine for years without needing Plumber-standard basic training."

There was that surprise again. It was more subdued this time, more under her control, but it was there. Kimberlite dropped her scowl, but the irritation remained. "I know. We read—"

"The chapter and a half about me that the Plumbers require?" Ben guessed. He knew that he was right when she didn't respond, only blinked. "Yeah, Rook filled me in on what they cover. If you ask me, they don't get the  _really_ important stuff."

In his head, Ben counted down.  _Three… two… one…_ "What's the important stuff?" Kimberlite asked. She looked as annoyed with herself for asking as she was with him for piquing her interest.

Ben tilted his head to the side, pretending to think about it for a moment. "Things like… you're never going to hold up under pressure if you're always so serious and tense."

The implication took a moment to sink in. He could tell the moment that it did because Kimberlite's jade-colored skin began to glow under her eyes. Ben had never seen a Petrosapien blush before and had to choke back laughter at the sight of it. He was convinced that she was going to strangle him, but then came his timely rescue.

"Human!" The employee had to raise her voice a little more than normal, but there was a pleased look on her face as Ben turned to address her. "You're next. Try not to squirm."

That wasn't reassuring in the slightest.

_But_ it was better than staying where he was. Ben quickly put a few feet of distance between himself and Kimberlite, coming to stand right in front of the open door. He squinted into the black portal, hoping to see something, but got nothing for his efforts.

"You know…" Ben turned his head to address the employee. "I don't think that I ever got your name." She was wearing a tag, but it only identified her as a member of the museum staff, not anything else.

She regarded him for a long moment. Ben thought that she would answer, but then, unexpectedly, she placed a hand between his shoulder blades and shoved him hard through the door.

Slipping into that blackness felt like diving into a freezing lake. He shuddered, teeth chattering. It wouldn't have been surprising for him to see his breath puffing up, but he couldn't see anything at all. Ben hadn't heard the door shut, but crossing the threshold seemed to have transported him to another dimension. There was nothing to see or hear or touch. It was so black in the room that Ben couldn't even see the glow of his Omnitrix unless he held it a few inches from his nose. For what felt like an eternity, Ben stood perfectly still and shivered.

He knew that it couldn't have been more than a minute, really, but Ben started to get worried when nothing happened. There were no flashing lights, no scanners, no pat downs… Nothing that Ben was expecting from so-called "security."

Just as he was considering knocking on the door, trying to get someone's attention, Ben's thoughts were interrupted by faint static. He squinted into the darkness, straining to hear, but paranoia kept him from moving his feet. He didn't want to take a step forward and get lost, as ridiculous as it sounded. He was only glad that he had never been claustrophobic or afraid of the dark.

" _Ben Tennyson?_ " A male voice sounded, barely louder than a whisper. It had to have come from a speaker, but Ben couldn't pin down a direction. He turned his head on impulse, but there was no change in the nothingness to indicate that the voice existed outside of his head.

In fact, he considered not acknowledging it. This had to be a hallucination or something, right? Ben scowled. If this was security on Petropia, then he was on the first ship back to Earth. He hesitated and, in the end, only chose to answer because he was convinced that the silence would never end otherwise.

"Uh, present." His answer came as a whisper, though Ben wasn't sure why. He didn't know why they were being quiet, but he didn't want to be the one to break the illusion of isolation.

Thankfully, the silence didn't last nearly as long this time. " _We don't have much time. I must be brief_ ," the speaker told him. " _The Plumbers on this planet... do not trust them. They are liars. They used to protect these streets. Now, they act like they own them. And they do. The King, the Council, anyone who's anyone — whether they know it or not, everyone on this planet answers to the Plumbers._ "

Ben felt his mouth go dry. He knew that some people could let power go to their heads, but he had never expected it from an entire  _branch_ of law enforcement. After all the unease he had sensed after barely being on Petropia a day, Ben didn't find the story hard to believe. "What can I do to help?" He asked without hesitation.

" _Shh!_ " The voice quieted him, and Ben shrank back from its ferocity. " _No one must know that we have spoken. Not a single soul on this planet. We are only trusting you, Tennyson, because you are the only non-Plumber outsider that we've seen in a year, and the only one powerful enough to even stand a chance of helping._ "

There was silence again, but Ben didn't break it. He got the feeling that the voice was thinking, so he let the speaker gather the proper words.

His patience paid off. " _Magister Argyle…_ " The voice said his name with a hiss, " _start your investigation with him. He orchestrated all of this. Take anything that he tells you with a grain of salt, Tennyson. It may be the difference between victory and the deaths of millions._ " And then static filled the speakers and they went dead.

Without thinking, Ben lurched forward, groping blindly in front of himself. Why, he wasn't sure, he only knew that he didn't want the voice to leave. "Hey!" He snapped irritably. "You can't just drop something like that on me and  _go_! What did Argyle do? What do you mean by "the deaths of millions"? Come back here and tell me what's  _actually_  the problem instead of being so vague and mysterious!"

He was surprised when what felt like a solid wall gave way beneath his searching hands. Ben fell forward in surprise, shuddering as he stumbled through the blackness and into the outside world. To be honest, Ben had completely forgotten that he was supposed to be inside of a security scanner until he opened his eyes, squinting against the brightness, and was caught off-guard to see a normal-looking museum.

In front of him, Rook was scowling, scratching furiously under his Proto-Armor. "A single scanner would suffice," he muttered unhappily. "Is  _twelve_  necessary? I will have z-bosons in my fur for the rest of the day."

Ben blinked, his confusion only increasing. Why were he and Tetrax  _standing there_  like everything was normal? Didn't they hear the voice? Weren't they  _at least_  put off by that suffocating blackness? He had been through security before and  _that_ wasn't normal.

"There are community showers at the Plumber facility," Tetrax told him, watching with faint amusement. "You'll have time to clean yourself up after dinner."

Biting back a frustrated noise, Ben threw up his hands. "Hey!  _You guys_? Aren't you going to talk about what  _happened_  in there?" He gestured wildly at the door that had closed behind him. "I mean— What  _was_ that?"

Rook tilted his head to the side, blinking owlishly. "A security scanner," he answered matter-of-factly. "A very expensive one. Forgive me, Ben, I had forgotten that you have no experience with state-of-the-art scanners. I should have warned you of it ahead of time."

All Ben could do was stare. He looked between Rook and Tetrax — hoping for a sign that he wasn't going crazy, that they had experienced the same thing — but his friends were too at ease to be faking it. There was no indication that they had experienced anything more than Petropian security.

He sighed, slumping in defeat. "It's fine," he told Rook without really feeling it. "I guess I'll know for next time. For now, let's… try to enjoy seeing the museum."

"Really?" Rook arched an eyebrow. "Is that more of your Earth sarcasm?"

Footsteps announced the arrival of Mantle and the other two cadets. Ben didn't need to turn around to know that Kimberlite had finished her security scan, too. The air shifted behind him as she stepped through the door.

Once that happened, Ben gave up trying to talk about what he had been told. If the voice was telling the truth — which, honestly, felt like a fifty-fifty chance at that point — then he couldn't risk talking about it in front of the Plumbers. Did that include Rook, though? He snuck a glance at his partner while they walked. It didn't seem like he had experienced anything out of the ordinary during security. Rook was such an awful liar that Ben didn't think for a moment that he was hiding something, which meant that the voice hadn't addressed him. Of their little group, that only left…

Tetrax. He seemed to be the most trustworthy at the moment, though Ben still felt  _wrong_ excluding Rook from that list. Even so, Ben wasn't sure that he should mention anything to Tetrax. The voice had told him not to trust the Plumbers, but what about Petrosapiens in general? It wasn't like Tetrax was a Plumber. Ben wasn't sure what to do, and that was the worst part. He wasn't used to not being able to confide in someone on missions. As much as he bragged about it, Ben knew that he wouldn't get half as far on his own as he did with a group. Struggling over who to trust — of his own  _teammates_ — left a bad taste in his mouth.

The museum was about as boring as Ben was expecting. Again, the number of relics were almost entirely replicas. Those that weren't, were as recent as only a month. It was hard not to feel a little bit uneasy with all the dirty looks sent their way.

Though the museum was beautiful, it was made entirely of peranite. Ben and Rook stuck out like sore thumbs. It felt like every visitor to the museum was watching them — likely because, well, they  _were_. Wherever Ben looked, heads would quickly turn the other way and eyes would be averted. Or, sometimes, a particularly brave individual would meet his gaze with a burning glare. The people were angry, obviously, and Ben felt like he should apologize but he didn't know what he had done that was so upsetting.

Add that to the rapidly growing list of things about the planet that he didn't understand.

The rest of the day passed in a hazy blur for Ben. He could remember walking in the museum and absently responding whenever someone spoke directly to him, but the details were lost in his swirling thoughts and the blue-ish glow of peranite. He was starting to get sick of looking at the stuff.

They left the museum — there was a brief delay while Rook was forced to wait the long way for his Proto-Tool until Mantle sighed and flashed his Plumbers' badge — and Ben's memory after that was even fainter. He remembered eating something, though it had no taste and didn't lessen the uncomfortable churning in his stomach. There was no memory at all until, after a few hours must have passed, Rook's hand clapped down on Ben's shoulder.

Startled from his train of thought, Ben jumped nearly a foot, hand twitching to slap down on the Omnitrix. It was a reflex and the only reason that he didn't do it was because he recognized Rook and stopped his fingers inches from the dial pad.

Everyone in their group was staring at him, expressions a mix between bewilderment and annoyance. Ben cleared his throat awkwardly, straightening back up and slipping his hands into the pockets of his hoodie. The Omnitrix core retracted itself automatically. Flustered, he only hoped that he looked more at ease than he felt. "Sorry," Ben said with a sheepish grin. "You, uh, startled me, Rook."

His partner arched an eyebrow. "...yes, I can see that." Thankfully, he went quiet for a minute or two, letting Ben choke back his embarrassed flush while their group continued walking. "Are you alright, Ben? You have been unusually quiet for being so excited earlier. You did not say anything when we went through the colosseum."

Abruptly, Ben whirled to his partner. " _We went to the colosseum_ already?" His jaw dropped. That was the  _only_ thing that Ben had been looking forward to today! He racked his brain for some sort of memory of it, but he couldn't conjure up anything. There was only a blur of peranite and a gap where he had been too busy thinking to pay attention. He groaned, running a hand through his hair. " _Great_. Anyway, sorry for acting so weird lately, Rook. I've just been thinking about some stuff."

That explanation didn't pass for even moment. Rook scoffed. ""Thinking"? Ben, you did not so much as  _blink_ when we entered that colosseum. You missed a wonderful lecture on the importance of its construction and the role which it plays in Petrosapien culture, from courtship to politics, as well as a fascinating demonstration of traditional fighting techniques." His expression drew tight with concern. "You really do not remember any of that? Is there something wrong?"

Ben's eyes darted over to Corporal Mantle, still walking ahead of them. He hadn't looked back at them once, but he could tell by the gentle tilt of Mantle's head that he was listening. If Rook noticed, he didn't mention it. "Nothing's wrong, Rook," Ben said dismissively. When that didn't pacify his partner, he added, "Look, we can talk plenty about it later. We're supposed to be meeting the Magister, right?"

There was a huff from Tetrax. He had been so quiet that Ben hadn't thought that he was listening. Come to think of it, he had been pretty distant since they visited the museum. "You'll be meeting Magister Argyle, yes," he nodded. "A piece of advice, Ben. Don't go flashing the Omnitrix around him. He's no doubt a respectable Plumber and one of the best overseers this planet has ever had, but he's not a fan of Ben 10."

Again, Ben got an odd feeling in his gut. It was as if the words that had come out of Tetrax's mouth weren't anything like what he was actually saying. He wanted to ask for the truth — demand it, if necessary — but as if he could tell what Ben was thinking, Tetrax narrowed his eyes warningly and looked away. That was the end of the conversation. As frustrating as it felt not knowing anything that was happening, Ben knew that there wasn't anything he could do about it. Not yet.

"Why not? I've never even met the guy," Ben retorted. If they were going to keep pretending that this staged conversation was meaningful, then he might as well keep it going.

They had taken the sky bridge back to the Plumber base. Mantle stopped at the entrance, holding his badge up for the scan. The door slid open, but instead of walking inside, he turned to Ben. "Don't question trivialities like that," he warned. "Magister Argyle is a great man. Whatever his reasonings are in his opinion on you, they are his own. You'd do better to ask him directly, rather than fueling the gossip."

That could have been the end of it, but Ben  _always_ had to get the last word. "Are you sure about that?" He tilted his head to the side mockingly. "Because it almost feels like those are  _your_ opinions, too. Do you nod along to everything he says without question? Some leader."

Mantle stiffened, lurching forward and making a move as if to grab Ben. His fingers fell short as Tetrax pulled the human back by his shirt scruff at the same time that Rook stepped three inches to the right. It was so subtle that Ben almost hadn't noticed it happen. But there was no mistaking that determined set to Rook's jaw, his eyes hard as if to say, " _Try it, and see what happens_."

Rook's hand twitched towards his shoulder, where he had his Proto-Tool at the ready, and Mantle followed the little motion with a scowl. He was smart enough to take it for what it was — a warning.

The cadets had automatically gone for their weapons too, but Ben could tell by the looks on their faces that none of them actually wanted to fight. Mantle knew it, too. He wasn't stupid. A four-on-three fight might have seemed good on paper, but when shaky convictions came into play, weak links were a risk. And Mantle couldn't afford that. Not at the moment.

The Corporal forced himself to relax and take a step back. His gaze didn't leave Ben's. The two stared as if they could shake the other's conviction with a single look. Finally, though, Mantle broke eye contact with a snort. "Some  _hero_ ," he shot back.

He snapped his fingers and pointed to Igneous, who was immediately standing at attention. "Get our  _guests_ to their room. We have a half hour of leisure before dinner. I expect you to remain at their door the entire time. Under no circumstance do you leave your post, cadet. And you—" He pointed to Popagai. "I want you to escort the visitor  _respectfully_ from the base. See to it that he's all the way through security. Kimberlite, with me."

All three cadets shuffled off to do what they were told. Watching Mantle's retreating figure down the polished peranite hallway of the base, Ben had to bite his tongue. There was so much more that he wanted to say. He hadn't even been on this planet a day and he was more confused that he'd ever been in his life.

" _And that guy's supposed to be a Plumber_?" Ben muttered to himself. If all of the superior officers were this hot-headed and controlling, then he wasn't surprised that someone had asked for his help. Nothing about this was right.

Footsteps. Tetrax stood in front of him, a serious look on his face. As tempting as it was to keep looking at the floor, Ben forced himself to make eye contact. He was waiting for Tetrax to lecture him like Grandpa Max would have — to remind him that Mantle was a commanding officer for the Plumbers and that Ben ought to show more respect.

Instead, Tetrax placed a hand on top of Ben's head and leaned down a bit to meet his eyes directly. "Some hero," he agreed fondly.

That was what he said. But what Ben saw in his eyes was more than an appraisal — it was an encouragement. It was saying that this unease, this  _wrongness_ that Ben felt when he walked through the subdued streets with his armed entourage, was  _substantial_. It meant something. In that instant that their eyes met, Ben understood, and Tetrax knew it. He bit back a smile when he straightened back up. Nothing more was said. They couldn't risk it. All Ben could do was watch his old friend leave down a branching hall with a Plumber mouthpiece at his side.

Ben had made up his mind. As soon as they were somewhere alone, he was telling Rook about his suspicions. This planet was broken, and as he had done a year ago, Ben was going to fix it. 

**Notes for the Chapter:**

> Now that we're getting somewhere in terms of story, the next chapter is going to slow us down. Hope you all are ready for more world-building. Because that's pretty much all that this fic is going to be.
> 
> I've got a playlist that I listen to while writing this, and it's so damn edgy, you all've got no idea where this is going. I just hope that I can make the angsty bits satisfying. Also, if anyone wants the playlist, hit me up, I'm so happy to shove this down your throat.
> 
> **Chapter Three: _With a Grain of Salt_**


	3. With a Grain of Salt

**Summary for the Chapter:**

> Ben smirked faintly. After a year of being partners, that expression inspired both apprehension and relief. "Like anything we ever do is easy?" He joked. "Look, we've got six more days here until we have to leave. We can scrounge together some sort of plan, right?"

"Welcome to Petropia. I trust your view of our capital today impressed you?" Magister Argyle spoke with an easy smile. "I've been at the forefront of its reconstruction for a few months now, but I find myself continually in awe when I walk through it. You don't have any concerns, do you?"

Magister Argyle was nothing like Rook was expecting. In his head, he had been picturing a Petrosapien taller than eight feet, more hardened and muscular than even Corporal Mantle. He'd imagined crystalline skin and eyes so dark that the Magister could disappear in the night — as incorporeal and ethereal as mist.

Instead, what Rook got was a Petrosapien a hair or two shorter than Tetrax, built solidly but definitely more accustomed to agility. His skin was a bright mint-lime and his eyes were so golden that they seemed, to Rook, more cheerful than the sun. It was as though the man's entire  _body_ was in a constant state of smiling. The horror story that Rook had imagined now seemed laughable, face-to-face with the real thing.

It was all very off-putting.

"Uh, yes, it has all been very lovely," Rook managed. He spared a glance over at his partner. Ben looked too stunned to say anything. Clearly, his imagination had gotten the best of him, too. "So far, there has been nothing negative to report at the end of our examination. I do not think that another check will be issued for next year."

Argyle laughed, perplexing Rook with the lightness of the sound. Was this  _truly_ the head of all Plumber operations on Petropia? "That's good to hear! Us Petrosapiens have always been resilient and we've been working nonstop to return our planet to its former glory." He winked. "But just because it's not  _official_ , doesn't mean that you two can't visit our little corner of the Milky Way. We're hoping to have regular traveler traffic back to normal within a year or two."

Rook couldn't think of anything to say, so he only nodded. It was obvious that Argyle commanded respect when he entered a room. Petrosapiens were stiff by nature, but each and every Plumber went so rigid in his presence that Rook was convinced their skin was going to start cracking. How the man could be both jovial and intimidating was something that Rook had yet to puzzle out. He wished that he could talk about this with Ben, but he had no way of knowing if his partner was picking up on all the weird undertones this planet gave him. And there was no way to be certain that their conversation wouldn't be monitored.

"But enough about all of that, we have dinner waiting for us," Argyle said as he ushered them forward. Maybe it was Rook's imagination, but he could have sworn that Argyle was avoiding looking at Ben directly.

The Magister stepped in front of them to push open the doors to the dining hall. There was one in every Plumber base — it was a mandatory requirement, useful in the event that the base would be hosting important diplomats or influential guests. Despite that, there were no parameters for how the dining room had to  _look_. Each base could decide that for themselves. Upon entering Argyle's dining area, Rook felt his jaw drop.

After wandering Petra all day, Rook really should have been used to the crystal look that clung to every room and every street and every decoration. But even with all that experience under his belt, it was obvious how much effort had been put into making the dining room spectacular. A long table stretched from one end of the room to the next. The tabletop was so thin that it looked more like glass and it was so clean that it would have been able to pass for a hole, if not for the bluish tint of peranite. Each high-back chair was hand made and individualized — sporting everything from spikes to snowflakes to tiny, glittering gems. The ceiling stretched up at least four stories, supporting dozens of small, intricately-carved chandeliers. The same fluorescent moss that covered the underground city were balled up along each bobeche and grew up the walls of the room in delicate swirls. The light made the whole room feel transcendental — like something out of a foreboding dream instead of somewhere that Rook was expected to eat.

He wasn't sure if they would be eating in this room every day of their stay, but Rook  _really_ hoped so.

Unable to contain his childlike wonder, Ben rushed forward, a look of awe on his face as he gently ran his fingers over the sloping arm of one of the chairs. " _Wow_ ," he breathed, laughing. "This room is  _amazing_. Where do you guys get the money for this? Our base can barely afford decent technicians."

The question went unanswered. Magister Argyle walked towards one of the far ends of the room, gesturing to the two seats on the right side that had plates set in front of them. "Have a seat," he said smoothly. The smile on his face felt too easy. "I can't promise that our chefs will do a good job at cooking human foo but, well, live and learn." Argyle chuckled. "And of course, since you're both here for a job, feel free to ask me anything that may help in your report. I don't know everything, but I'll answer as best I can."

Ben and Rook shared a look. Their silent conversation didn't last long. Both had their eyebrows raised in uncertainty, but after a moment, Ben was the one to shrug and start forward. Doubtfully, though unsure  _why_ , Rook followed him.

Once they had sat, so did Argyle. It didn't escape Rook's notice that he had chosen the head of the table for himself. For all the smiles and charisma, the Magister felt oddly impersonal. The lack of a plate in front of him spoke volumes. Rook doubted that Ben would get the message, but to Rook, it registered loud and clear. The polite thing to do was to eat the food of the guest's home planet unless there was an issue with poisoning or incompatibility. They had already seen that Petrosapien's could eat human food and could even enjoy it. Argyle's refusal was a blatant insult.

Oblivious to the intense staredown between both aliens, Ben grabbed his delicate plate and held it up to the light. He squinted, grinning at the clear image through the glass-like china. He let out a low whistle, setting it down gently. "Wow, this stuff is amazing. I didn't know that "peranite" or whatever had so many uses. I just thought it was another rock."

There was a pregnant pause, but Argyle was the one to tear his gaze away from Rook's. The smile on his face came as naturally as breathing and was fixed like a mask. "Peranite is one of the most versatile materials in the universe," Argyle replied. He looked around the room as though taking in the details, but Rook knew better. It was to avoid being forced to look at Ben. "It's worth half of what taydenite goes for but still the second most valued material in the galaxy. It can build roads, buildings, windows… even blankets and pillows if it's processed right. It's only found in the Perseus arm of the Milky Way." He smirked faintly. "Impressive for being "just another rock," don't you think?"

The taunt in those words was clear. Ben frowned in confusion, brows creasing the way they did when he was trying to understand something. They were saved having to continue the conversation by a knock on the door opposite of the one they'd entered through. The second door was much smaller and through it, plenty of Petrosapiens came through.

They were certainly built for serving, Rook noticed. Corporal Mantle probably had more muscle on his body than all of them combined. And every last one of them, without fail, avoided looking directly at Argyle as they set the platters down and shuffled back out.

"Okay," Ben said once the last of them had gone. "I give up. What  _is_ this?"

A patient smile came to Argyle's face like he was talking to a child instead of a hero. "Magister Tennyson provided the recipes and ingredients for your stay here. I was told that they're all Earth recipes — no alien ingredients were used, for your best comfort. They're not unappealing, are they?"

It didn't seem like Ben knew how to answer that. He squirmed under Argyle's waiting stare, turning paler the longer that he looked at the modest spread. And Rook had to admit, even with his limited knowledge of human dishes, this was a bit concerning.

Only three of the six dishes looked semi-edible. There was a noodle plate, but instead of sauce or meat on top, it was crammed with what looked like white blobs of goo. The other acceptable one looked almost like fried crab legs, only they were far too black in color and seemed to be covered in hair. The last plate held hard-boiled eggs, but they were so normal-looking that Rook automatically distrusted them. Was there something stuffed inside of them? It looked too dark to be egg yolk.

The other dishes made Rook's eyes water. Literally. One of the plates seemed to hold rotted cheese and the smell was so bad that Rook could barely keep from having a coughing fit. Were there  _maggots_ writhing in that cheese? One dish was a soup, and Rook was convinced that those were dead ants floating along the surface. The last one looked like corn cobs covered in blue-black fungus.

Hesitantly, Ben reached forward and grabbed one of the hard-boiled eggs. He held it close to his face, squinting curiously at it. "Do you know what any of these recipes are? I, uh— want to make sure I'm getting the best of Grandpa Max's favorite dishes," he said with a convincing smile.

Argyle raised an eyebrow but chose not to call Ben out on his fib. Instead, he started listing dishes. "If I remember correctly… we have  _shirako_ ,  _balut_ , crispy tarantulas,  _gaeng kai mot daeng_ ,  _huitlacoche_ , and  _casu marzu_. Do those mean anything to you?" There was a grin on his face — Ben wasn't hiding his disgust very well, and Argyle wasn't even trying to pretend that he didn't enjoy it.

In response, Ben scowled. "Uh, maybe if you gave some of those names in  _English_?"

But those concerns were hand-waved with a dismissive upturn of the Magister's nose. "All human languages sound the same to me. If you don't want to eat it, you don't have to."

That was always an option, yes, but Rook could see the exact moment when Ben realized something. The food was going to be like this all week. If they chose not to eat, there was little they could do beyond risking mineral poisoning to eat what was being served to Petrosapiens on the streets. And with no way to pay for that…

They both made a decision at the same time.

At the end of it all, dinner took an hour. What they talked about, Rook was unable to recall. All he remembered was the taste in his mouth when he bit down on one of those hard-boiled eggs and realized that it was a fertilized and still had the partly developed embryo inside. At least the  _gaeng kai mot daeng_ and the crispy tarantulas hadn't been bad. Though for a while there, Rook thought that Ben was going to throw up after he finally realized what was in the  _shirako_.

Frustratingly, Rook didn't think that the dinner had been very productive at all. He had met Magister Argyle, sure, but it only left him more confused than ever about the man. It was obvious that he disliked Ben, but that wasn't a crime. And it wasn't any of Rook's business to start poking his nose around for something as inconsequential as that. On the flipside, however, there was no denying the fear that Argyle inspired by both his men and civilians. He donated large amounts of his own money and had a good sense of humor, but the respect for him was more sinister than just admiration.

Rook wished that he had a way to talk to Ben about all of this.  _Privately_.

They had been dismissed by the Magister once it became clear that Ben couldn't stomach another bite — not that either of them ate much, but the odd food could only be kept down in small amounts.

Night was falling. On Petropia, days lasted for about nineteen hours. In a way, Rook was grateful for the short days, but that also meant that he was running on limited time. When the Petrosapiens went to sleep, he and Ben would be locked in their quarters. That left little time to explore freely. Not that they ever could during the day, anyway. Mantle made sure that there was always someone guarding them.

For the moment, their guard was Popigai. Officially, anyway. Rook wouldn't be surprised if one of the many Plumbers still walking the halls were only making the occasional pass by to provide an extra pair of eyes. They were being watched, undoubtedly, so if Rook was going to make a move he would have to do it fast. Their room wasn't far.

The solution came to Rook in the form of steam. He thought at first that  _smoke_ was filling the corridor, but the moisture clung to his fur and wasn't nearly dark enough to be smoke.

"Steam?" He questioned. "This was not here the last time that we came through."

To his great fortune, Popigai was already on semi-friendly terms with Rook. More importantly, he loved to talk. The cadet didn't hesitate to begin elaborating. "Yes, it must be from the bath. We aren't normally so liberal with the water, but some recruits simply can't help themselves." He shot Rook an apologetic look. "We don't have pores or sweat glands like you mammals, but we still do have to get clean occasionally. Or if we want to relax. This wing of the base has a small bath house for that purpose. We close it and shut it down before sunset, but there are always a few stragglers that let the steam pour out," Popigai said with a good-natured chuckle. "You can use it in the morning with everyone else if you wish, or there are a few around the cities if that's preferable."

They turned a corner, now a few short halls from their room and Rook saw what he had missed the first time through. The steam was coming through a door that had been left wide-open. It was a steam-clogged locker room. A quick glance inside showed that it was empty. A gap in the far wall led into the showers and steam baths, though Rook couldn't hear any running water or signs of life.

It was almost too perfect.

"Wait!" Rook stopped walking, holding out a hand. Curious, Popigai turned to him. "If it is not too much trouble, could we use the showers before we return to our room? Mammals are very…  _serious_ about hygiene, and I cannot, in good conscience, sleep without at least a quick stop in the showers."

"The  _showers_?" Ben whined, making a face. "Look, Rook, I'm all for good hygiene, but considering what passes for  _food_ here, I don't really think you should take any chances with—"

"I insist." Rook put his hand on Ben's shoulder, squeezing much tighter than necessary. His stare turned severe. "Petrosapiens are not like humans, Ben. Their bodies do not secrete sweat or produce any odor. They also do not get sick, so routine bathing is considered trivial here. There is no need for in-home showers, so all bathhouses on the planet are  _public_."

There was one heart-stopping second where Rook thought that his partner wasn't going to get it. Then, miraculously, it clicked. Ben's eyes lit up but he did his best to keep his understanding off of his face, nodding. "Right," he agreed slowly. "So we should bathe at night when most people will be asleep and we can have the showers to ourselves."

The intensity lessened. Rook smiled with relief. "Yes, precisely my point." He turned to Popigai, who had listened to all of this with a faint — but unsuspecting — look of interest. "I am sorry for the inconvenience but, if we may…?"

The cadet frowned, looking between the two of them and the door, then sighed. "Alright, I suppose. But be quick about it. I've never missed curfew and I don't intend to start now."

Rook didn't need an invitation. He grabbed Ben by the wrist, tugging him through the open door. Popigai made a move to start after them, but Rook blocked his way with a polite smile. "We will be fine on our own. You can wait out here," he said.

Sure enough, Popigai scowled at the idea. "You mammals have such odd customs. Can you  _really_ not wait until morning to do this?"

"Uh…" Ben spoke up from behind Rook. "I'm actually, ah,  _really shy_. Yeah. That's it."

Popigai's expression softened in understanding. "Oh, I see. Well, if that's the case, then a few minutes couldn't— Wait. Why are the two of you showering together, then?"

In response, Rook shut the door in his face. It locked automatically, like all doors in the base did, but Rook held his breath as he waited to be sure that Popigai wasn't about to use his Plumber badge to open it. After three seconds passed, he let out a hard sigh and switched the manual lock. That would probably get them a lecture later if someone found out, but if it could buy a few seconds then it would be worth it.

"Okay, great," Ben huffed, crossing his arms. "We're alone. Now what? Did you want to talk about the—  _ah_!" His question ended in a shout as Rook suddenly pulled him forward again.

It caused Ben to stumble, but Rook steadied him before he could fall. He didn't let his partner catch his breath though, unceremoniously forcing Ben along after him and towards the shower itself. Rook peeked in at it and, thankfully, his earlier assumption had been right. It was completely empty. Unfortunately, the shower heads were set up a bit like a spray hose. If this shower story was going to be believable, Rook couldn't walk out with soaking armor.

Much to Ben's chagrin, Rook dragged him right back over to the changing area. Ignoring the bewildered look from his partner, Rook pulled on the release for his Proto-Armor. The fortified chest plate and arm guards came off easily under his touch. With only his black, Dyneema bodysuit covering his chest, Rook turned to Ben and raised an eyebrow. "What are you waiting for?" He asked bluntly. "Strip."

To his credit, Ben did a very good job at covering his shock. He froze, jaw twitching, then blinked once, twice, and let out a slow breath. "Excuse me?" He uttered finally. It was like he couldn't believe that what he'd heard came out of Rook's mouth.

Holding back a bite of impatience, Rook settled for rolling his eyes. He bent over, pulling the releases for his armored boots. "This is a shower," he stated matter-of-factly. "How do you expect to get clean when you are still fully dressed? If it makes you feel any better—" Rook jerked his head towards a neat pile of untouched towels by the door, "—you can use as many of  _those_ as you wish."

Not that it was any of his business, but Rook had noticed that humans largely shared the same attitude towards nudity that Revonnahganders did. Neither species strictly enforced modesty, but certain coverings seemed to be socially expected. And since Rook wasn't the least bit curious about what humans looked like under their synthetic clothes, he had no problem with Ben wanting to wrap a towel around his waist. It was definitely a weird situation, but Rook figured that if he ignored the awkwardness for long enough, it would go away. They had more important things to be worrying about than nudity.

Peeling the Dyneema bodysuit from his body took a while though, and by the time Rook grabbed a towel of his own and turned around, Ben had jumped into motion and already finished up. Rook took a second or two to do a quick once over. Somehow, Ben was even  _paler_  and skinny underneath those clothes than he looked normally — an accomplishment, to be sure. Otherwise, there wasn't much of a difference. Any flickering curiosity that Rook may have had was immediately satisfied.

"Okay, great, so now we're all dolled up and ready for a shower." Ben grimaced, visibly unhappy with the situation. He crossed his arms over his chest self-consciously. "Was this  _really_ necessary? Like, I know it's gotta be realistic, but I  _just_  want to tell you about—"

"Yes, absolutely," Rook cut him off with a disinterested huff. "On Earth, it is called "locker room talk," right? Perhaps later. We did not come here to chat."

Was Ben  _really_ not getting it? This sort of stealth had been taught at the Plumber Academy. Bathrooms and showers were good places to avoid cameras, but that didn't mean that they were free of bugs. At any rate, once Rook got all of those showers going, the noise and steam should protect them from both of those things. Just in case.

As confused and frustrated and annoyed as he was, Ben was kind enough to keep his mouth shut as Rook led the way back over to the showers. He hovered in the open doorway for a moment, unsure as he watched Rook turn every last nozzle on at full heat. If Ben felt bad about how much water they were wasting, he didn't show it. Rook got to the fourth shower before Ben finally understood and began helping from the other side of the room.

Since the showers were set up in a large circle, they met in the middle. By then, steam was gathering rapidly and though he wasn't directly in the spray, Rook already felt uncomfortably water-clogged. Even Ben's unmanageable cowlicks were clinging flat to his skull now, weighed into submission by the moisture in the air. But it was worth it. The plan had worked. The sound of so many showers running was loud enough that Rook could barely hear himself think.

"Alright," Ben sighed with relief. "What's the plan, Rook? Are we going to wait until the end of the week to " _file the proper report_ " on how messed up this planet is, or are we gonna contact Grandpa and do it now?"

So, it turned out that Ben  _had_ been noticing all of the odd things that Rook had. There was no doubt that the city was beautiful and developing at a rapid pace, but there was also something undeniably sinister about it. Rook had partly been hoping that he was being paranoid, but if Ben was on the same page as he was, then it wasn't in his imagination.

"Neither option. Not now," Rook said finally. "We need proof that something is actually wrong, Ben. We have yet to see anything criminal take place." When his partner didn't reply, Rook arched an eyebrow. "Unless there is something you would like to tell me?"

"Uh, well— It wasn't really a  _crime_ , you know?" Anxious, Ben avoided making eye-contact. "Remember when we went through that security thing for the museum? Yeah, well, I'm pretty sure that it wasn't security for me. This…  _voice_ talked to me. It told me that something was wrong with the Plumbers and that I shouldn't trust Argyle, especially. That's got to mean something, doesn't it?"

A vague warning from an unidentifiable stranger? Rook frowned. "It is possible," he said slowly. "But we will need to find something more credible and substantial than that. If we could only find a way to sneak off on our own to investigate privately… The cadets on this planet are quite well-trained and the Corporal is determined. It will not be easy."

Ben smirked faintly. After a year of being partners, that expression inspired both apprehension and relief. "Like  _anything_ we ever do is easy?" He joked. "Look, we've got six more days here until we have to leave. We can scrounge together some sort of plan, right?"

If only everyone could be that determined. Rook hummed thoughtfully. " _Well_ … one of the cities on our route is said to be the poorest city on the planet. I have never seen it, but if it follows the human pattern of poor slums, there should be plenty of areas to hide and avenues to slip away. If, for example, I can cause a diversion…"

"Then I can split from the group and question people!" Ben finished with enthusiasm.

Rook nodded, grinning as he caught his partner's infectious excitement. "And if you temporarily disable your Omnitrix, it will be impossible for the Plumbers to track you."

There were concerns, of course. He was a little worried about how Ben would fair in an alien slum without his powers for protection. Petrosapiens were a warrior race primarily, and being able to say that they had defeated Ben 10 in a fight would give someone near-universal bragging rights. But on the flip side, Rook knew already that Ben 10 could get more information from frightened people than a random Revonnahgander. Name recognition was a double-sided sword but given what Rook had seen Ben do over the years, he wasn't too concerned.

Their conversation was cut off by a sharp pounding at the locker room door. Considering how loud the room already was, Rook paled at the idea of how hard that knocking actually was. He was mildly surprised that the door hadn't been broken. Still, it got the message across — they were out of time.

It was a good thing that Ben worked best with as little of a plan as possible.

With the locker room door being forced open, both partners fell to silence. Then, blinking dumbly, Ben turned to Rook. "Should we  _actually_ take a shower, though?" He asked.

The decision was made for them. No sooner had the question left Ben's lips than the sound of a door being brutally slammed open echoed off of the locker room tiles. Though Rook had never seen a Petrosapien blush (a difficult thing to accomplish without veins), Mantle looked practically purple when he came swinging into the showers. He smelled like heating sulfur, which made it very hard for Rook to not burst out laughing.

Ben, however, had no such reservations. "Can't a guy get some privacy?" He asked, not even bothering to hide his grin. "What's the emergency? A bad guy terrorizing the citizens? An escaping robber? An old lady needs help crossing the street?"

Had it been possible, Mantle's face got hotter still. The drops of water clinging to his head began to sizzle and steam. The effort that it took him to keep from strangling both off-worlders must have been enormous. He forced out a few deep breaths through his clenched teeth before gruffly ordering, "Your quarters.  _Now_. No more showers at night. No exceptions."

Before Ben could think to refuse or challenge being ordered around, Rook stepped between them and gave a pacifying nod. "Of course," he agreed. "If you will allow a few minutes for us to dress, we will be happy to retire for the evening."

It must have taken too much for Mantle to formulate words.  _Literally_ steaming now, he only gave a jerk of his chin before storming out of the room. There would likely be a hole punched through a wall before the night was over, but at least for the moment, they had avoided the storm. Rook could only hope that they would fair so well after the little stunt that they were planning.

All the showers were turned off. The steam was so thick that Rook couldn't see across the room, but with the broken door still wide open, it helped funnel some of the clogged air out. It made getting dressed a bit of a hassle, but Ben gathered up his clothes and took one corner of the room and Rook took the other. Mantle must have said something to the other Plumbers, because no one else came in, though there were obvious murmurs from outside as people whispered to each other.

But when both Rook and Ben had dried off and dressed and left the showers, only Igneous was standing there. Other than him, the hallway was empty. Likely, Popigai had been led away for a lecture. Rook almost felt guilty about it. Almost.

"Finished?" Igneous asked with a smile. He was in high spirits considering the circumstance. "Sorry about that, guys. Mantle's a bit of a hard head. And coming from a Petrosapien, that's saying a  _lot_." He snorted. "He'll be over it by morning. C'mon, I should get you back to your quarters so we can all get some shut eye."

"Thanks for understanding," said Ben, relieved, as he fell into stride next to Igneous. "You're a lot more relaxed than the other cadets. How come?"

Igneous shrugged. "Why be tense? All you guys did was shower. I think all of this security is kind of a waste of time. I mean, you two are  _infamous_ on this planet." He laughed good-naturedly. "If anything,  _you_ should be the guards," he joked.

Rook raised a brow. "Infamous?" He questioned. "What makes you say that?"

It was like flipping a switch. The lax atmosphere was suctioned out of the hallway as Igneous shifted uncomfortably. He cleared his throat. "...yeah, like I was saying. You two should be more careful with our rules — this isn't Earth. You shouldn't be disobeying Mantle. He's only got your best interests in mind."

Ben slowed his pace so that he could fall back to Rook's side. Neither said anything, but their expressions of confusion were the same. Storming into the shower had all but proven that the Plumbers on this planet didn't want Rook and Ben talking privately. And now this? Rook made a mental note to start writing everything down. What had started as a tingling of unease in his gut was now full-blown suspicion. Something was definitely  _wrong_ on this planet.

The only morally correct option was to fix it.

**Notes for the Chapter:**

> If you have a strong stomach, I highly suggest looking up what's actually in those recipes from the dinner scene. Just don't click on any images.
> 
> (Also, damn, as I'm typing this I'm realizing that I was kind of an ass to Ben this whole chapter. (Unfortunately for him, that's going to be the trend throughout the whole fic.))
> 
> Sorry that this chapter didn't have much going on otherwise. This is the closest this fic's getting to comedy because it's all downhill from here. Still, this chapter is important to establish some challenges and to lead us into chapter four, where things really pick up. I hope you guys are excited about that one because I definitely am.
> 
> I've decided to split the fic into Acts, for organizational reasons. Act One (this one) will have eight chapters in total, followed by a brief intermission with an outside P.O.V. before we get back to our regularly scheduled program with Ben/Rook. 
> 
> **Chapter Four: _Achilles' Heel_**


	4. Achilles' Heel

**Summary for the Chapter:**

> Ben counted to three. The Petrosapien sighed, starting to say something sincere, but he never finished. Rook threw himself forward, slamming his fist into the man's jaw, and all hell broke loose.

Decades before, when the Plumbers were still learning how to juggle so many different planets and cultures under one rule of law, the Quota had been one of the most important tasks. It was designated to the most capable and professional of Plumbers. Later, the first human Magistra would rename the Quota to "yearly check," but the meaning stayed.  _Technically_ , the check happened every thirty-five million point-four seconds (seconds being the most common unit of time across alien cultures). In human terms, that would be about four-hundred days. It wasn't a year, exactly, but the human nickname stuck. The yearly check would be repeated for every planet being monitored by the Plumbers until they were considered stable enough to handle things like politics and economics and interplanetary relations on their own.

Or so it had been explained to Ben.

Most of the lecture went in one ear and out the other because Rook really could talk for  _ages_ if he wanted to. Ben was pretty sure that it started when he asked  _why_ , exactly, they were visiting a slum in the first place, but his memories had gone fuzzy with the buzz of Rook's constant chatter.

They had visited a middle-class neighborhood, too. After the splendor of the capital city, Petra, visiting what was essentially a diamond suburb was sort of lackluster. It hadn't been a very enlightening day, though Rook had seemed pleased for the sake of their examination that there was a strong middle class.

According to him, because Petropia was mostly a trade and barter economy, a large and well-off middle class meant that things were going well. And that was great, except that Ben didn't understand why "doing well," meant that the whole area had to be so  _boring_. They didn't see one cool thing that day, only more untrusting people that avoided their group and mostly seemed content to keep living their lives, unaffected.

But after the middle class was a trip to see how the lower class was fairing. Rook's lecture had detailed the key points that they were supposed to be checking in on and how it varied from world to world. Mostly, what Ben had done was nod along with the occasional "uh-huh," and daydreamed about going Upgrade to scan for TV transmissions from Earth and maybe catch a Sumo Slammer rerun. The important thing was that he got the gist of what Rook was saying. They were checking the lower class to make sure that they weren't  _too_ poor.

It seemed like the making of another boring day, but Ben was excited about this one. Rook had given him a nod before they left the Plumber base — barely a jerk of the chin — but it put Ben on edge. If things went well, he would be sneaking away from the group soon.

Finally, some answers.

Hopefully.

The slums, oddly enough, were pretty far out away from Petra. Unlike cities and towns on Earth where all people could settle regardless of income, the three distinct social classes on Petropia each had designated areas where they lived. Again, Ben grimaced in distaste, but he didn't say anything about it.

"We have a Plumber station out there to handle any crimes," Mantle was telling them. It was an hour ride in a Plumber-issued truck to their destination, the city Terces, so he was taking the opportunity to brief Rook and Ben on what to expect. Only one of them was actively listening. "Regardless, the localized branch of our law enforcement often has issues in managing the influx of crime. It's gotten worse over the past few months, despite our best efforts to open more job and education opportunities. I want you  _all_ ," he gave his two cadets a pointed look, "to stay alert. Don't respond to anyone, don't break from the group, and most importantly,  _don't go off the schedule_. We have a very exact route we're supposed to take, for optimal review of the city." His gaze slid over to Ben, slumped over against Rook and fiddling with the Omnitrix. "Tennyson!" Mantle barked, annoyed. "You'd better be paying attention. I'm not going to repeat myself."

Uninterested, Ben didn't bother to look up at him. "Good," he retorted. "I was getting pretty tired of listening."

"Ben!" Rook scowled disapprovingly. He shook his arm to get his partner off of him and, begrudgingly, Ben lowered his left hand to sit up straight.

"You think you know what to expect, Tennyson?" Mantle glared hard at him, but Ben's bored expression didn't change. "With an attitude like that, it's hard to believe that you haven't gotten yourself or your partner killed yet. You need to be taking this seriously, or else—"

"Or else  _what_?" Ben snapped. "They're  _people_! Rock-people, but whatever! You're briefing off like we're about to be dropped into a  _warzone_ , not a  _city_. So, yeah, forgive me if I'm not interested in listening to you talk about these people like they're already criminals, just because of where they live!"

There was a drawn-out moment of silence, then Mantle stalked forward. He leaned in close, his face inches away from Ben's, but the human met his glare head-on and didn't lean away. "Wake up, Tennyson," he said finally, voice low and hard. "This isn't Earth. I'm doing this to keep good, law-abiding people safe. Even the ungrateful ones, like you. And this city we're visiting, it's low-class for a reason. These people  _are_ criminals, Before you lecture this planet and our laws, maybe you should learn something about it."

Though Ben didn't back down, he faltered. Hesitation flashed in his eyes. Nothing was said, but it didn't matter. An unspoken message had passed between them. Satisfied, Mantle straightened back up and walked away.

"We'll be stopping soon," said Mantle. "If your misguided passion compromises the safety of my cadets, then I don't care how many times you've saved the universe — you can stay in the base for the rest of this stay and your partner can handle the field work. Am I making myself understood?"

It physically pained Ben to acknowledge such a smug and condescending command, but he bit out, "Yeah. Understood." He folded his arms over his chest, slumping in his seat.

Fleetingly, Ben wished that Tetrax was there. But for whatever reason, he had elected to take the passenger seat up front with their driver, Igneous. If Tetrax had been there, he probably would have agreed with Ben and backed him up.

By the time the truck stopped, Ben was still steaming, but at least now he wasn't stuck in a confined place with Mantle. He knew that he didn't have the best track record with authority figures, but the animosity between them was  _ridiculous_. The tension got worse almost by the minute, and for the life of him, Ben couldn't figure out where the dislike was stemming from. He wasn't going out of his way to be a jerk — Ben felt that he was responding appropriately to Mantle's antagonism. That only begged the question of why he was being antagonized at all.

If Mantle had an answer to that, he wasn't telling. He ignored Ben, opening the back of the truck and jumping out. He had the four of them remain sitting until he deemed their surroundings safe, gesturing for them to hurry out onto their feet.

Though he didn't agree with Mantle's reasonings, Ben moved quickly anyway. He didn't want to be the one holding them up, and besides, he would be getting on Mantle's nerves plenty in a short while. On the plus side, Tetrax was already waiting by the time Mantle decided that it was fine for them to move around near the truck.

"So, is that the Plumber outpost?" Ben asked as he approached Tetrax. He nodded his head towards the squat peranite building in the near distance.

A modest compound not at all like the main base, it was cylindrically shaped with a few Plumber ships parked outside and a handful of fixed guards who were watching them intently. Personally, Ben felt that this was a pretty underwhelming force if it was supposed to manage a city full of "criminals," but  _whatever_. It wasn't  _his_ planet or anything. That had been made abundantly clear to Ben.

"It is," Tetrax confirmed with a nod. "A recent addition. More of a precaution, so to speak. Petropia has no prisons, but we still need to keep an eye on the…" He searched for the right word, but didn't seem to find a good one, "...the lesser class." The grimace on Tetrax's face spoke volumes about his opinion on  _that_ term.

Exactly like Ben guessed — they were on the same page. He grinned, but it quickly fell. "Hold on, you guys don't have prisons? Then what do with the really bad criminals? The murderers, and…" Worse. Plenty worse. Ben didn't say it, though. He never liked talking about how cruel people could actually be.

Tetrax seemed to understand that. His expression softened for a moment, the way that Grandpa Max's sometimes did — like he was still seeing a kid struggling to do the right thing instead of a hero who had saved the universe. "Petrosapiens are fighters, Ben," he said finally. "We're incredibly hard to contain in anything resembling a prison. The Plumber base has a few cells made of energy, but to keep someone from breaking out, they mostly utilize…" His expression darkened, looking at something over Ben's shoulder. The human turned as Mantle, close enough to hear them, walked off. If anything weird had happened, Tetrax shrugged it off. "Anyway, it's not important. We send our criminals to Incarcecon, or the worst ones go to the Null Void. This city is mostly filled with nonviolent criminals or first-time offenders. Nothing serious." His eyes narrowed. "That's ever been  _proved_ , anyway."

Ben raised an eyebrow. "So if that Plumber station is the only form of law around here, what's keeping the criminals in the city at all? Couldn't they easily leave?"

"I'm sure they  _could_ , but then what?" Tetrax asked with a hapless shrug. "The closest city is still a two day's walk from here, and no Petrosapien is foolhardy enough to take their chances outside of the city limits at night. Leaving wouldn't accomplish anything, anyway. Convicted criminals have their Credit frozen and their card revoked. They would be unable to get a job or buy anything. Here in the city, rations of water and minerals are provided, along with an area to establish a small home. Why would they make things worse on themselves by leaving?"

It was that same phenomenon again — the one were Tetrax said something that he obviously didn't really think and expected Ben to nod along and agree with it. The description of the city sounded almost too good to be true. It was still awful, yes, but Ben wasn't expecting so many accommodations to be made. He frowned. "Well… are the conditions in the city, y'know…  _liveable_?"

"See for yourself." It was Kimberlite this time, stepping into their space as though trying to physically cut them off. She scowled, jerking her head to the left. "Terces is right over there."

They were parked on the edge of a cliff that overlooked the city. Unlike the capital, Petra, Terces was built above ground, nestled between two jagged mountain peaks in a shallow valley. It lacked the careful spirals and looming skyscrapers of a wealthy city, with cramped streets crisscrossing a disorganized jumble of square buildings. To Ben, it looked like a bedazzled shantytown. He forcibly quelled his frustration, though. They  _were_  kind of far up. Maybe Terces looked less disastrous up close.

"Then what are we waiting for?" Ben asked hotly. "Let's go check it out. Not like we'll see much all the way up here." He started off on the path that led down the sheer cliff face without waiting for permission.

It didn't take long for the others to hurry after him. One perk to being Ben Tennyson — the crowd seemed to follow naturally. Rook's metallic footsteps became distinguishable from the group as he came to stand at Ben's side.

"You should not be wandering off," Rook stated unhappily. He had his Proto-Tool in his hands, holding it as though willing to fire at the slightest provocation. "We were briefed during the ride over here for a reason, Ben. You would do well to listen to the Corporal and be alert."

Ben rolled his eyes dismissively. "What are you, my  _mom_? I think I can handle myself  _fine_ , Rook. I've managed way worse than a Petrosapien who stole an old lady's purse."

That didn't reassure the Revonnahgander in the slightest. It only made Rook's scowl deepen. "The Omnitrix will always make you a target, Ben, no matter how small the criminal. I am only asking that you do not make the rest of the group pay for the poor decisions that you make in a fight. You are not the only person that matters," he stated bitterly.

Gradually, Ben's steps slowed. He seemed to consider this for a long time before fixing Rook with a pointed look. "Look, nobody asked you," he snapped back impatiently. "If you're going to start parroting wherever Mantle says, you might as well hang back there with the rest of his cadets." Crossing his arms, Ben sped back up to hurry past Rook, "accidentally" elbowing his partner when he passed.

A disgusted snort followed. "If that is how you feel," Rook replied stiffly. He started off and Ben turned his head  _just_ enough to catch the wink that Rook sent his way before joining with the lagging group.

It was a good thing that Rook always had a pen and paper on him. Their supply on Petropia was limited, but paper couldn't be tracked like their badges and they weren't holographic, so they could be angled away from any cameras. It hadn't been easy to flesh out a plan while limited to quick strokes and endless abbreviation, but Ben and Rook both knew what their jobs were. Step one was complete. So, on to the more exciting parts.

With the absence of Ben's partner, Tetrax took the spot next to the human. There was an unimpressed look on his face, but something else behind it. Almost like he was on the edge of a stunning revelation that was barely out of reach.

"You're not going to lecture me about safety too, are you?" Ben asked testily. He didn't have any plan to stage a fake fight with Tetrax, so he had to watch himself to keep from  _actually_ upsetting his friend, but Ben also couldn't suddenly stop being angry. Mantle's stare was digging holes in the back of his skull with its intensity and Ben couldn't afford to be suspicious.

Tetrax considered his options for a moment. "No," he settled on. "Personally, I think that all of this security, in general, is unnecessary."

It wasn't a surprising revelation, but Ben raised an eyebrow anyway, giving Tetrax a sideways glance. He was still trying to be insolent, after all. "Really? Why's that?" He smirked, holding up his Omnitrix wrist for emphasis. "Because you know I can handle myself, huh?"

That got him an exasperated sigh from the ex-mercenary before he launched into his explanation. "No, that's not it. I don't appreciate the Plumbers treating these people like they're monsters. Criminals, maybe, but coming from personal experience, Ben…" He grimaced. "A few mistakes hardly makes you a bad person. But Terces is a city designed to keep these people subdued and beaten down. Make no mistake, Ben, there's no such thing as a redemption on Petropia. No matter what else the Plumbers will try to tell you."

Ben wasn't sure how to reply to that, so he said nothing. The bitterness caught him off guard, but now that he was thinking about it, what was there to be surprised by? It was all blatantly obvious, but Ben had never stopped to put two-and-two together before. He hesitated, then asked, "Do you live in this city, Tetrax?"

"I live…" His friend trailed off for a moment, eyes darting like he was struggling not to look over his shoulder. "I live wherever," Tetrax offered with a shrug. "But I did grow up here. I was born in Terces. Left as soon as I was able."

Well,  _that_ was certainly vague. Ben's frown deepened. "Left?" He asked. "I thought you said that there was no way back to the cities on foot. How did you make it?"

"It's not a pleasant memory," said Tetrax. His tone was unyielding, and he gave a dismissive wave of his hand without looking at Ben. It seemed that the story would go unshared. "But for posterity's sake, I'll just say that it wasn't easy. Then again, I always was one of the most ruthless people on this planet."

It was easy for Ben to forget that Tetrax was a reformed criminal. He didn't like to remember it and Tetrax didn't like to remind him. It was hard to imagine someone that he considered an ally and admired as a  _bad person_. Uncomfortable now, Ben couldn't help but wonder exactly  _what_ Tetrax had done before their paths crossed. Had he ever killed someone? Had he…  _enjoyed_ it?

He would never get the answer to that particular question. Tetrax stopped walking so suddenly that the entire group fumbled and it jarred Ben harshly from his thoughts.

"We're here," Mantle announced calmly, as though he hadn't been as startled as the rest of them a moment ago. "We should get into formation, then. We're entering the city limits." He stepped in front of Ben and Tetrax, eyeing the sign planted in the ground in front of them with distaste.

It was an alien language, but Ben imagined that it said something like, " _Welcome to Terces, best ration water this side of the valley!"_  It was carved of peranite, like everything else, but still somehow managed to look unkempt and rusted.

Wait.

Ben blinked hard and dug his palms into his eyes until he was seeing grey splotches, but when he looked again, the sign was the same. He hadn't been seeing things — the sign really was sporting a thin layer of rust, running from where the base was embedded into the ground and all the way up the side. That was weird enough as it was, except that Ben was also pretty sure that he saw that rust  _moving_.

"Uh…" He tapped Tetrax on the arm to get his attention, pointing towards the red tint. "Is that normal here? I didn't think that diamond could rust."

Instead of answering, Tetrax knotted his fist in the back of Ben's shirt and hefted him straight off the ground. The human was so surprised that he went completely limp, not uttering a single protest as he was handled like a sack of flour.

It didn't last long. About fifty feet from the sign, Ben was set right back on his feet. He couldn't help but notice, with some frustration, that  _Rook_ was allowed to walk. But there were more important things than his partner's mode of transportation.

"For the record," Ben said with a huff, "on my planet, picking me up and moving me  _isn't_  an answer to my question. What's the big deal? It's  _rust_."

Rook blinked, stunned by Ben's ignorance. He went to answer, but Popigai cut in.

"It's not rust," the cadet said, looking anxious. "It's far worse — a healthy vein of blooming  _Congeries sicarius_."

Ben didn't even  _try_ to pretend that that meant something to him. When his look of frustration didn't fade, Tetrax sighed and took it upon himself to elaborate. "It's a plant, Ben. Most closely related to algae on your world, but it's entirely native to Petropia. The colloquial term is the Red Sleep." He grimaced. "Nasty business… If it's beginning to sprout here, the city may need to be evacuated."

"Correct," Mantle agreed. If he was annoyed about sharing the same train of thought as Tetrax, then he didn't show it. Instead, he pulled out a small, hand-held scanner from his utility belt. When it was turned on, it began beeping in steady metronome. "We'll have to assess how much of it there is. There's a possibility that we'll still be able to cleanse this area before the Sleep is too deeply settled."

Annoyed now, Ben felt his eyebrow twitch involuntarily. He brought his thumb and pointer finger to his lips, blowing hard. He was rewarded with a shrill whistle that made every Petrosapien jump. From experience, Ben knew that they didn't produce any saliva. The sound he made must have been downright  _bizarre_ to them.

Good. All the better for getting their attention.

"Hey!  _Guys_!" He placed his hands on his hips unhappily. " _Some of us_ don't have an encyclopedia of knowledge about this planet and its weird algae! Can someone  _please_ explain why this plant is worth having a freak out over?"

It felt like everyone was holding their breath, waiting to see who would speak first. A beat of silence passed, then Igneous, of all people, stepped towards him. "Here. It's easiest to show you," he said with an uncharacteristically serious frown. Igneous pulled a strap to loosen his gloves, slipping them off easily. Ben had never seen him without a full Plumber suit on, and now he understood why. At the sight of Igneous' hand, he winced involuntarily. The cadet gave a humorless chuckle.

Normally there would have been a healthy hand, the same mint-blue as the rest of his body, but Igneous didn't have that luxury. His hand looked awkwardly underdeveloped, the size of a small child's. The fingers didn't extend to their full lengths, ending in charred, reddened stumps just after the second knuckle. And that was probably the worst part — how red and  _rusted_ his hand looked. It had the appearance of a third-degree burn on a human, with the skin pink and rubbery-looking. The burn had dug crevices in the body. Had Igneous been a human, his bones would be exposed, or even eaten through, in some places.

It was a struggle not to be sick. Considering what he had been eating recently, Ben was surprised that he kept it down.

"I grew up in a pretty low-class area," Igneous said, flexing his fingers. They made an awful cracking sound, like glass shattering. It didn't look like it hurt, but it made Ben wince. "I was still young when it happened — a sudden spike in the Red Sleep in the area. I knew what it was, but I still…" he sighed, shaking his head before slipping the glove back into place. "Well, the details aren't important. That injury was caused by lightly  _touching_ the Red Sleep. Areas infected never heal or grow. You've seen how we manipulate our bodies to form different shapes?" He waited for Ben to nod before continuing. "That's impossible after being exposed to the Sleep. It produces a toxin that's perfect for eating away at the peranite that our bodies are made of. It feasts off of the red-tinted slurry that's produced as a result. And the worst part is, it causes no pain. Actually, the opposite. It makes its victims drowsy and warm. That's how it earned the second part of its name. Thousands of years ago, before we knew what it was, we would find puddles of half-dissolved people who fell asleep in the process of being eaten alive."

A shudder ran down Ben's spine. "Wow. That's…  _awful_."

Tetrax nodded his agreement, eyeing the infected sign with disgust. "Yes. But it's highly susceptible to fire. It prefers a wet, cool environment to populate itself. I'm sure the Plumbers can have a fire brigade in here soon enough." He sent a pointed glance towards Mantle, as though daring him to disagree.

"If fire's the solution," Ben cut in before Mantle to argue back, "then I can handle this right now." He held up the Omnitrix for emphasis. There was probably a clause in Mantle's long list of expectations that Ben wasn't to use the watch or something to that effect, but he had never been one to wait for permission. Besides, it had been far too long since he had done this.

Heatblast seemed like the best bet for a job like this. Ignoring Mantle's attempts to protest, Ben activated the Omnitrix and slammed down on the dial.

Like always, the transformation felt like it took both an eternity and no time at all. For one second, Ben was aware of every bone in his body dissolving, of every inch of skin being pulled taut and rubbery, of his body expanding outward and up like he was going to be ripped in half. It didn't hurt, but it left him a little breathless. His body tingled pleasantly when the process finished like he'd had a good stretch rather than becoming an entirely different species. It was over in an instant, but that instant always took too long.

As the flash from his change faded, Ben had to bite back a sigh. Instead of Heatblast, he had gotten Swampfire. It wasn't a huge drawback, but he was getting pretty sick of never getting what he asked for.

"A Methanosian," Popigai remarked with approval. "Good thinking, sir! Instead of burning the Sleep, you can command it to stop growing all the way to its base. Brilliant."

Swampfire blinked, then grinned, thumping his chest proudly. It made a hollow sound that surprised him for a moment. Right. Ribs made of vines now. " _Exactly what I was planning! So, uh, you guys just hang back here while I talk to the carnivorous weed, alright?_ "

Easy enough to comply with. Even Mantle only pursed his lips and obeyed. It wasn't difficult to convince people not to go near something that could kill them, after all.

"Make sure not to touch it," Tetrax said before Swampfire could take more than three steps towards it. "Even if you are a Methanosian, I have no idea how their regenerative abilities will handle this toxin. It's never been tested before. You'll have to be very careful, Ben."

He waved his hand dismissively. " _C'mon, when am I_  not  _careful?_ "

No one said a word to that. As far as Swampfire cared, that meant that the issue was settled. He wasn't scared of some stupid alien algae. Besides, at that point, he was all but convinced that Swampfire could heal from  _anything_.

He walked back over to where the strain of Red Sleep was growing around the city's sign. It was sprouting from the ground, blooming from the thin cracks in the peranite of the planet's surface. There was probably a cave system beneath them that held the base of this strain. Swampfire didn't question this deduction — no one knew plants quite like a Methanosian.

Kneeling down next to it, Swampfire put his hand near the edge. He didn't want to try touching it, but it was easier to control plants with direct contact, especially if he was going to order it to die. He was about ninety percent sure that it wouldn't hurt him, anyway.

Well, more like eighty, but Ben had muddled through worse odds.

So he touched it.

A second passed, then another. Swampfire's heart was pounding, but he wasn't sure if that was from adrenaline or odd alien anatomy at play. It didn't really matter. Either way, Swampfire pulled his hand back to find the versatile skin completely unharmed. Apparently, there was a reason that the Sleep ate away Petrosapiens but left the ground itself unharmed. He relaxed. This would be easier than he thought.

When he touched it a second time, the contact lingered. Swampfire closed his eyes, trying to concentrate. It was hard to describe how his abilities worked, but Swampfire could feel the plant almost like it was an extension of himself. There was the craving for sunlight that had driven it to claw towards the surface, the all-too-familiar thirst for water, and the  _need_ to flower and spore and grow its numbers. The vein extended so far down that Swampfire soon gave up on finding the bottom.

That could be a problem. They would need to find the heart of this strain to keep it from growing back. But, that could be left for a different day.

For now, Swampfire ordered as much of the plant as he could to wither. It wasn't hard — all he had to do was trick the cells into thinking that they were unhealthy and they did the work for him. He waited until the rusted algae had turned brown and brittle before stepping back. Mission success. Satisfied, Swampfire dusted his hands off and started back towards his group. His approach was accompanied by the beeping of his Omnitrix powering down, making Ben tingle all over again as he went back to his human body.

As soon as he rejoined them, Ben was grabbed by the shoulders and forcibly spun around. Had he not recognized the perpetrator to be Rook, Ben might have lashed out.

His partner had the Proto-Tool in his hands, but instead of pointing a gun at Ben, Rook was clutching a small scanner. He took Ben's wrist, holding his palm up to be scanned before repeating the process with the other. Only once the scanner beeped twice did Rook relax.

"You are clean," he announced with noticeable relief. "There is no toxic residue on your hands. From the Sleep, anyway."

They were still supposed to be mad at each other, but Ben couldn't help but smile. He started to respond, merely a breath from getting Rook back with a joke he'd been saving when Mantle stepped between them. Ben couldn't keep the annoyed frown off of his face even if he'd wanted to.

"Good work. For a first try," Mantle said begrudgingly. "We're going to mark this area for later inspection and continue. I want to be sure that the Sleep isn't growing into people's homes and blooming over the streets." He grimaced, leaving them with the cadets as he cautiously approached the sign.

Luckily, it didn't take long. Mantle made a mark in the ground with a synthetic red paint and finally —  _finally_ — they were off to explore Terces. They'd been delayed for so long that Ben almost forgot why he was there in the first place.

Unlike Petra, there was no official entrance to the city or even a clear boundary of where it began and ended. They passed a few small homes down their faded path but saw no one. Another difference between the two cities — Petra had been crammed full to bursting with people laughing and enjoying themselves, but Terces felt like a wasteland. Ben half-expected a tumbleweed to go skittering along the ground in front of him.

As they moved further inwards, so did the homes. The streets grew more cramped, and so did their group. At one point, they slowed to get a better look at some sort of shop and Ben was nearly flattened by an annoyed Kimberlite. On the positive side, at least they started seeing people. Few and far between, but Ben knew that he wasn't hallucinating those gazes following them when Mantle put his blaster right between someone's eyes. Of course, this was immediately followed by an apology and the victim scampered off. Mantle claimed that it was an accident, but Ben wasn't so sure. Still, his message had gotten across. No one else came near them.

Until someone did.

Only one Petrosapien approached them, but Ben could see the guy's entourage hanging behind him in case he needed backup. But looking at him, Ben doubted that it would be necessary. The man was built like a house and kind of shaped like one, too.

"You Plumbers haven't been around here in a while," he rasped in a surprisingly soft-spoken voice. "Did you reconsider your answer the last time I 'asked' you to raise the mineral rations?" He cracked his knuckles and it sounded like rocks being slammed together.

Unaffected, Mantle's permanent scowl only deepened as he eyed this guy. "I'm not from a station around here," he said after a moment. "Unless you want rations reduced for threatening a Plumber agent and trying to start fights with law enforcement, you should keep walking."

The stranger's hands curled into fists. He glowered, but the malice quickly faded and his fist unclenched. It looked like he was going to make the smart choice and turn to walk away. Ben couldn't have that. It was now or never.

Onto step two.

He jerked his head towards Rook, getting his partner's attention. They didn't make eye contact or move their lips, but an understanding was reached. Ben counted to three. The man sighed, starting to say something sincere, but he never finished. Rook threw himself forward, slamming his fist into the man's jaw, and all hell broke loose.

There had been a lot of ideas tossed around for how step two, "diversion," would work. Starting a fight had seemed like a pretty simple distraction in  _principle_.

And it worked just as well in action, too.

Ben threw himself to the side, dodging a punch from one of the opposing Petrosapiens by little more than a hair. Literally. He felt the man's crystal fist cut through the air right next to his ear as he rolled out of the way.

Starting a full-on fist fight hadn't been Ben's  _best_ idea, but it was working perfectly. Mantle was barking orders, trying to get his cadets into some sort of formation that they had learned in training, but they were inexperienced. Instead of listening to him, the undisciplined rush of adrenaline made it difficult for them to hear anything beyond their pounding hearts. Having forgotten their blasters, they had ripped their gloves off and were fighting with their natural abilities. Ordinarily, that wouldn't have been a problem, except for one  _little_ detail.

Both sides had four Petrosapiens, all of whom could use these powers, and they were completely surrounded by peranite that the eight of them could bend at will.

It took about three seconds for the ground to splinter beneath them. A chasm cracked directly down the street, splitting the neighborhood in two. Ben jumped to avoid it and the ground came rushing up to meet him, knocking the wind out of him as the enemy Petrosapien controlling the slab of peranite caught him on it. It went rushing up, rising out of the ground like a mountain, before the Petrosapien closed her fist and crushed it into tiny pieces.

All at once, gravity made itself known again. Ben probably would have screamed if he had the breath for it. He heard Rook shout and felt a stab of amusement. His partner was always worrying about his safety — it was as though Rook forgot all about Ben 10 the second that Ben  _Tennyson_ was in danger.

It was sweet of him to be concerned, though.

Ben hit the Omnitrix without looking. He didn't care who he got — most of his aliens could handle a fall and he couldn't afford to waste time being picky. The sore, tingling sensation washed over him, and Ben landed hard on his back legs. Luckily, they were designed for absorbing shock like that.

As Crashhopper, Ben grinned and launched himself right back into the air, higher than before. Now,  _this_ was a fair fight. From his vantage point, he could see that they had all been scattered. Systematically so, even. Briefly, he wondered where these street thugs had developed such a sound strategy, but he quickly decided that he didn't care. All he had to do was take out one of them, then the fight would be balanced towards his side and he would hopefully be far away.

The guy fighting Mantle seemed like a good bet. Strong, serious, obviously the leader… Maybe he was Mantle's twin brother. Either way, Crashhopper was going to take him out.

He came down next to the pair, grappling in the street as they struggled for control of Mantle's blaster. The weapon was supposed to be specially designed to hurt Petrosapiens, and if that was the case, then Crashhopper  _definitely_ didn't want the other guy getting it.

" _Keep your head down!_ " He shouted, crouching low to the ground. Before either man had a chance to react, Crashhopper launched himself forward. Ramming into a guy made of diamond hadn't been his  _best_ plan, but through the ringing in his ears and the massive headache, Crashhopper heard the guy let out a shout of pain and felt them tumbling.

A punch to the jaw sent Crashhopper flying off of him and he caught himself with his back legs once more, skidding across the ground and propping himself up on all fours. Crashhopper was primed for another attack, but none came. Instead, the guy sat up slowly. He seemed surprised to see Crashhopper there but quickly recovered, glaring as he rubbed his jaw with a pained winced.

"So, the rumors are true about you, Ben 10," He remarked with disgust. "I thought we could trust you if Argyle didn't, but you've gone and sided with  _them_ anyway, despite the warnings. I can't believe Patience wasted six months defending you."

Crashhopper hesitated, dropping his fighting stance. He tilted his head to the side with interested and his throat made an involuntary chirping sound that registered to his alien ears as "confusion." The voice of this man was familiar, but there was no time to stop and consider where he would have heard it before. He could hear another fight behind them, Mantle having jumped in to help a struggling Popigai. Still, this stranger spoke as if he knew something. Crashhopper couldn't pass up this opportunity. It was the only reason why he was here at all.

" _Patience?_ " Crashhopper questioned. " _Never heard of him._ "

His "opponent" climbed to his feet, scoffing. The disdain deepened. "Of course you haven't. Speaking of her might as well be blasphemy. How much have they kept from you, Ben 10? Do you know  _anything_ about the side you're fighting for?"

A burst of energy shot the guy in the shoulder, sending him stumbling back with a sharp inhale of pain. Rook landed next to Crashhopper, crouched in a pivotal stance with his Proto-Tool perched on his shoulder. His expression was severe, but when he locked stares with Crashhopper, he grew insistent and frustrated. ' _Why are you still here?_ ' His eyes seemed to ask. ' _I did not start a fight so that you could_ not  _complete the mission.'_

Fair enough. Crashhopper only smirked in reply, turning back to his opponent. He cracked his knuckles as a warning. " _I know enough_ ," he replied. " _How about you call off your friends and we can talk about this?_ "

That was the wrong thing to say. The man sneered, holding his fists up. "The time for talking is long over," he announced. "I refuse to watch our planet crumble any longer."

Another energy blast sent him into a frenzy and both Crashhopper and Rook lept out of the way to avoid the shards of peranite launched their way. Where Rook landed, the street collapsed, dumping him beneath the planet's surface.

" _Rook!_ " Crashhopper shouted. Revonnahganders had good legs, so a fall wouldn't be that bad if Rook landed right, but with no idea of how far down that hole went, it was impossible to say. He turned to his enemy with a glare. Better to end this quickly, then.

Their talk was over. The second that the ground fell out from underneath Crashhopper, he launched himself upward, throwing his weight down to go crashing like a blur into his combatant. But even with throwing all his weight into it, the Petrosapien was ready for it this time and all Crashhopper accomplished was sending him skidding a few feet.

"Is that the best you can do, Ben 10?" The man growled, grabbing Crashhopper by his powerful legs and sending him flying. The hero collided hard with one of the many peranite homes lining the street and hit the ground with a grunt.

Alright. The current alien was a bad choice. Ben wracked his brain for the right transformation. He couldn't just leave — but he needed an alien that could both take this guy down and help him slip away. The others were still close enough to see him if the sounds of fighting were any indication.

" _Okay, Omnitrix, c'mon, give me something good_ ," Crashhopper muttered. He hit the glowing symbol on his chest. The transformation stung a little bit this time, but a wave of relief hit Ben when he looked down and recognized XLR8's streamlined body. " _Yes! I actually got an alien that I'm good with_." He grinned, feeling a rush of reassurance. This fight would be over in a minute, at the most.

Without having to try, he sidestepped to avoid a blast of shard projectiles. His thoughts raced almost as fast as he could move. If this guy was avoiding hand-to-hand combat and throwing punches, then it stood to reason that he wasn't as skilled when things got close and personal. Underneath XLR8's visor, a smirk came to his face.

Sprinting forward, it took less than a second to arrive at the man's side. He did exactly what Ben expected him to, throwing a hard punch in the Hero's direction and missing completely. The weight threw him off, causing him to stumble, and XLR8 skidded behind him. With a smack to the calves from his prehensile tail, the Petrosapien fell face-first onto the ground. Ben knew from experience how awkward and clunky a diamond body could be.

That didn't stop him from laughing, visor snapping up so he could be heard. " _You should try being lighter on your feet,_ " he said mockingly. " _This is just embarrassing to watch, dude._ "

Scowling, the man huffed as he looked at XLR8 over his shoulder. He said nothing. A twitch of the ground was the only warning that XLR8 got, but by the time sharp, crystalline spikes erupted from the planet's surface, he had already moved well out of reach.

" _Woah!_ " XLR8 exclaimed, eyeing the razor-thin points. " _Touchy._ "

Another projectile went slicing through the air where his head had been a second before. "I refuse to lose to you," the man spat out, picking himself off of the ground. "To you, or the Plumbers. Not ever again!"

" _You're setting yourself up for disappointment, then,_ " XLR8 replied with a snort. His visor slid back down and he darted around more peranite spikes and sloppy punches to get in close. A swift kick to the stomach made the Petrosapien falter, but he barely got a second to recover before XLR8 was raining a flurry of kicks and punches on his prone form.

A final uppercut to the jaw sent the Petrosapien flying — exactly what XLR8 wanted. He let the guy have his headstart, taping the Omnitrix to access its communication function. In the distance, XLR8's nameless opponent hit the ground, kicking up a small mushroom cloud of dust and peranite.

" _Rook?_ " XLR8 spoke into his communicator. There was a faint static buzz in the background. Poor reception, maybe, but paranoia was starting to get to him. Was someone really listening to this? He hesitated. " _You alright, partner? You haven't come up yet._ "

The silence lasted a few more seconds, but XLR8 relaxed when he heard Rook's end flicker to life. " _Fine_ ," came the reply. " _But I am having some difficulty using my Proto-Tool on peranite. It is not labeled the second-hardest material in the galaxy for no reason, it seems."_

" _Copy that. Do you want my help?_ " XLR8 asked, watching the hole in the ground for any sign of Rook. He didn't want to look over the edge, worried for no logical reason about what he might see. " _I can run up walls. Sure, these ones seem kinda_ tall _, but you know how it goes._ "

Rook chuckled, a little breathless. Right. He was probably still climbing. " _My memory could be mistaken, but I could have sworn that we came here for a reason, Ben. I am hoping that becoming a Kineceleran has not worsened your already lacking attention span._ "

It seemed like Rook was finally getting the hang of friendly banter. XLR8 held back a laugh. " _I ever tell you that you're the best partner ever?_ " Voluntarily staying in a hole to serve as a distraction for the group once they caught up while Ben ran on ahead? He was going to have to get Rook a trophy or a medal for this trip.

" _You could stand to mention it more often_ ," Rook replied flippantly, though XLR8 could practically hear the grin in his voice. " _But right now, I believe that you have a task to attend to._ "

" _Consider it already done,_ " XLR8 quipped back. He ended their call there before Rook tried to get the last word.

He darted down the cracked street as fast as he dared to. Even though XLR8 was  _technically_  looking for that guy he had sent flying, he still wanted to get a good look at Terces. It didn't seem suspicious. It looked like any other low-class area, though it was made of peranite. Still,  _something_ struck XLR8 as too off to ignore. If only he knew  _what_ it was.

After less than a minute of running and a good three miles from where he started, XLR8 darted into a narrow alley between two blocky buildings. He slapped the Omnitrix on his chest, and a flash of light later was crouched there as his human self. Ben cracked his neck with a wince, rubbing the back of his head. Reabsorbing XLR8's helmet into his skull always left him with a faint throbbing sensation.

"Oh, right," muttered Ben. He cleared his throat. "Omnitrix, user access voice recognition mode." Two shrill beeps told him that he had been heard, and the Omnitrix's face lit up a pale green as the most powerful device in the universe waited for instruction. "Command code zero-one-zero-one, Tennyson Benjamin, force recharge mode." There was a whirring sound, then the Omnitrix's glow dimmed and the soft noise died. Recharge mode was always a hassle, but this way, Ben would be incapable of receiving calls or being tracked.

For the first time since arriving on Petropia, he was completely alone.

**Notes for the Chapter:**

> I've been trying to switch off P.O.V. every chapter, but jeez, this took way longer than I thought it would. I mean, 7,500 words for one chapter? Damn. Chapters four and five were supposed to just be one, but they got so long and exposition-heavy that I'm splitting them, and have to include a sixth chapter now, too. On second thought, I don't know why I ever thought only one chapter would cover this little Terces mini-arc.
> 
> Sorry to those who like hearing from Rook, because the next two chapters are definitely Ben/Tetrax centric. We'll have more for Blonko coming later in this fic. Just be patient!
> 
> **Chapter Five: _Easier Said Than Done_**


	5. Easier Said Than Done

**Summary for the Chapter:**

> Tetrax sighed, dropping his hand. "The best explanation I can give you is that it is advertising your visit to our planet. It warns citizens of your "many atrocities" and tells them not to get close to you." He hesitates. "...if they value their lives, that is."

Heart pounding in his throat, Ben choked on a startled noise as he ducked his head down. Warily, he risked a glance, watching an old Petrosapien hobble past the mouth of the alley, mere feet away from Ben without knowing it.

He wanted to talk to these citizens, yes, but not immediately. For once in his life, Ben was  _observing_. Mostly because he was waiting for any sign of Mantle or that guy he'd knocked out and didn't want to risk moving until he knew where they were. That left his options for action rather limited.

Still, watching had been kind of interesting. Now that Ben's thoughts weren't racing off at five-hundred miles per hour, he finally realized why this city seemed so weird to him.

It was empty.

Relatively speaking, anyway.

Based on the size of Terces and the lecture about its citizens that Mantle had delivered on their way out here, it should have had a booming population. Whether this population was  _ethical_ or not was up for debate, but still. The body count was  _way_ off. Ben had seen maybe four people in the time he had been crouched in the alley. No voices from homes, no lights on, no children playing or adults doing home maintenance. Those who  _were_ walking kept their pace brisk, their heads down, and jumped at every flickering shadow.

Ben might have called it a ghost town, but compared to what he was seeing, he  _wished_ that it was ghosts. A visit from Zs'Skayr would be downright  _heartwarming_ compared to the nonsense he'd fallen ass-backward into.

God, he could feel a headache building. None of this made any sense. Why couldn't he visit a planet and quietly enjoy himself without getting pulled into a crisis?

Lost in thought, Ben didn't realize that he was being watched until a bulky figure dropped from the rooftops to land hard in front of him. Ben threw himself to the side on instinct, narrowly avoiding a shower of peranite fragments. He scrambled to put some distance between them, his mind flashing to the Petrosapien that XLR8 had dealt with not long ago. Before he could get far, a hand shot out and caught Ben by the back of his shirt. The human was unceremoniously yanked back, gagging as the hem caught painfully around his throat, and set back on his feet with a surprising amount of care.

It was only when a rough chuckle reached his ears that Ben knew who has caught him. He struggled to be angry for a moment, before giving in and whirling around with a smile on his face. "Tetrax!" Ben couldn't help but be delighted to see his friend doing well, especially since he last saw their little group in the middle of a heated fight. "What are you—? How'd you find me?"

The amused look on Tetrax's face faded. "You're human. This entire planet is made of peranite," he said vaguely, waving his hand with an air of dismissal. "It wasn't as difficult as you make it seem, is my point."

As much as Ben wanted to protest, he quickly decided against it. They had more important things to worry about. Practically reading his thoughts, another person passed by the mouth of the alley. Ben shoved Tetrax back into the shadows as best he could. His lack of muscle didn't work in his favor, but Tetrax had learned a long time ago how to blend in with the backdrop. Once they were sure that the woman passing was gone, Ben let out a sigh of relief. Then, remembering something, his expression turned hesitant.

Reproachful, Ben turned to his friend. "We're not… going back to the group  _right now_ , are we? I mean, you grew up here, and what's the point of saving the entire universe if I can't abuse a little of my reputation to get a private tour of one lousy city with an old friend?" He grinned nervously, hoping that it looked convincing.

It wasn't working if Tetrax's barely-suppressed grin was any indication. The ex-mercenary arched an eyebrow, rubbing his chin as he pretended to think about it. "The Plumbers aren't going to be pleased if you're split from the group," he said slowly. "Then again, you're only here to examine the planet. It would hardly be an unbiased review if the Plumbers were hanging over your shoulder every time you left the base. It would be irresponsible of me to allow that. Then again..." He hummed thoughtfully and Ben felt his smile slip. "Well, I can't just let you run off on your own — Max asked me to look out for you.  _But_ since I'm not a Plumber and I have no badge on myself for them to track me through, I think that makes me just about the best candidate to be your guide, wouldn't you say?"

Ben almost considered holding himself back, but where was the fun in  _that_? He pumped his fist in the air, giving Tetrax a brief hug as thanks. "You know me," he said with a laugh, pulling back. "Culturally sensitive to a fault. I wouldn't want to have my good name ruined by not exploring your planet the right way," he joked, his grin threatening to split his face. A day to himself to explore the city  _and_ he would get to hang out with Tetrax while he did it? The plan was going better than he had hoped! "So, how should we start? Can I talk to people? Is that considered rude here? I'm guessing that we can't go door to door or anything, but I want to, uh—" A thought occurred to Ben then, causing him to pause. They were alone — no microphones or cameras to be seen. Could Ben openly ask Tetrax about the weird happenings on his planet? Had he even  _noticed_?

His question went unasked, but Tetrax's eyes narrowed and his expression grew severe. "It's okay," he said reassuringly. "I know what you mean, Ben, but I can't tell you too much. It isn't the right time. Trust me on that, alright?" An odd look crossed his eyes, vanishing before Ben could place it. "Besides, in a lot of ways, I'm just as in the dark as you are. I don't have many answers, only more questions. I've been here for a year longer than you, after all."

In Ben's mind, he was picturing something like out of an action movie, where Tetrax had a whole network of spies and agents on hand working for him, digging to uncover the truth about what had really been going on. A lot of clearance checks and regulations and, most importantly,  _secrets_. Rather forcefully, Ben squashed the doubt in the back of his mind. He wasn't going to push. Tetrax was being honest — albeit only marginally — and Ben trusted him.

Or, more accurately, he was going to have to.

"Does that mean that we can stop talking in code?" Ben asked with a raised eyebrow. "I'm getting tired of walking on eggshells every time I open my mouth. How've you been managing it for a year now?" And why hadn't he come to them for help sooner? Grandpa Max may need proof in order to authorize Plumber interference, but Ben was perfectly willing to charge headlong into battle for his friends if they needed him. Tetrax knew that — had ridiculed Ben for it when they first met seven years ago — but then, why not do anything with it?

"I've been doing this for several decades, Ben. Petrosapiens age very slowly. That gives us plenty of time to perfect and hone our abilities." Grimacing, Tetrax shook his head. "Some of my abilities, I'm not proud of — my penchant for lying included. I wish that it hadn't been serving me so well recently, but we all have to work with the hands we're dealt." Before Ben could ask more questions, Tetrax pressed back against the alley wall, silently gesturing for Ben to duck his head down.

An unremarkable female Petrosapien walked by. Ben didn't understand the cause for concern until he noticed the confidence in her steps and her shifty, calculating eyes. Not another paranoid civilian, then. She held herself like a soldier, and one with a mission, at that. Despite this, she was dressed perfectly ordinarily. Which could only mean that someone other than the Plumbers was looking for them. But, who?

Once she'd passed them by, Tetrax let out an even breath. "It's been difficult to find out anything," he continued. "Ever since Argyle took over as Magister from the last head, he's been monitoring all political dissenters. The people never really trusted me, but once he came in, there was hardly a second in a given day that I wasn't being monitored. Luckily, I've already had some experience in keeping my appearance clean, but I can't exactly start questioning citizens. I hold no authority, and it's no secret that anyone who doesn't keep their head down not-so-mysteriously goes missing soon after…" His expression hardened with loathing.

Ben swallowed thickly — not a simple task with how dry his mouth was. "People are going missing?" He asked. His head was swimming, but Ben had never felt more grounded. The voice from the intercom at the museum flashed in his mind. ' _It may be the difference between victory and the deaths of millions,'_ it had said. "Tetrax? How many?"

His friend softened, the sorrow in his eyes causing Ben's chest to tighten. "You can see the effects in this city alone," Tetrax said quietly. "Used to be that these streets were crammed full to bursting, and now the most lively thing here is the Red Sleep. And it's happening in every city on the planet, Ben. Millions, easily, all vanishing without a shred of evidence or sign of a struggle. Whatever is happening, they never come back from it."

A punch to the gut would have been kinder than  _that_ revelation and wouldn't have left Ben nearly so unsteady on his feet. He actually took a step back, putting one hand on his head and the other on the wall to prop himself up. "Wow…" Ben managed. "Why is something this huge only coming up  _now_? You didn't think to alert the Plumbers?"

As soon as he said it, Ben realized how ridiculous that sounded given their current situation. He turned pink in embarrassment, but Tetrax was kind enough to simply arch an eyebrow before launching into an explanation.

"We did try," he sighed, and Ben had caught up enough to know that asking who "we" was wouldn't get him any answers. "But there have been so many inconsistencies… With our planet recently back from the dead, it seemed as though every Plumber off-planet that we contacted about this had a new excuse. Maybe not everyone had come back when Petropia was resurrected. Our equipment was only temporary old models, so maybe we were miscounting or had forgotten the locations of old cities or overlooked the new ones that were cropping up. People go missing all the time for a variety of reasons and it was difficult to prove that it was anything other than an abnormal spike in crime from numbers alone. For a while, it wasn't so noticeable, but once Argyle took charge…" Tetrax could only shake his head. "By then, the Plumbers weren't interested in our stories, especially since we had no proof to offer. The population count from our Plumber base was edited to maintain consistent numbers and there was no one brave enough to testify to missing persons. Or at least, not enough to build a strong case for a planet-wide occurrence, and those who were never stuck around long. The best that the Plumbers could offer was to send "the best of the best" on their next yearly planet check."

There was so much information to absorb that Ben almost missed that. He blinked, uncomprehending. "And that's… me, right?"

Tetrax nodded. "More or less. I personally requested from Magister Tennyson that you be sent. Your grandfather was kind enough to honor it in light of our history together and all that has happened recently."

"So here we are," Ben remarked, eyes narrowing as he came back to himself. His hands curled subconsciously into fists at his sides and it felt like his very blood was boiling with the indignation of it all. "Just you, me, and that pounding that Argyle's been  _begging_ for. Next time I see him, Humungousaur's gonna—"

"You're not going to do anything, Ben," Tetrax cut him off, stern.

Ben gaped, open-mouthed and bug-eyed. "You can't be serious!" He protested. His voice came out a little more whiny that he would have liked, but Ben didn't care. How could Tetrax be so  _unreasonable_? "You as good as said that all of this is his fault!  _Millions of people!_ Give me one good reason why I shouldn't drop him in a whole  _tank_ of that Red Sleep stuff!"

It seemed like Tetrax was going to shout right back, but to Ben's surprise, he took a deep breath to calm himself before fixing Ben with a frustratingly patient look. "A year ago, Ben, I might have agreed with you. Hell, a year ago I probably would have done it myself by now. But methods change.  _People_ change. Legally, there's nothing tying him to any of these crimes. We have to find the evidence required to hold him accountable in a court, Ben, not in a fist fight. If you go storming into Plumber headquarters now, all you'll do is cause an uproar and be forced to leave the planet for assaulting a Magister." And that was that. Ben had lost enough arguments with Rook to know when his stance had been overruled.

It took the hero a long moment to find his voice. "...I can't believe you, dude," muttered Ben with a shake of his head, face scrunching up in distaste.

Tetrax grimaced in agreement.

Neither of them was happy about it (which only made Ben  _more_ dissatisfied), but the decision had been made. They needed real, concrete proof linking these missing persons to Argyle so that was what they were going to get. But, as Tetrax explained, first they needed to prove that these citizens were  _recently_ missing.

"I know a place," explained Tetrax as the pair crept through back alleys and clung to the shadows. "The city's different from how it was when I grew up here, but the Cafeteria should be in the same area. Regardless, it won't be hard to find it once we get close."

"Why're we sneaking, then?" Ben asked with an annoyed scowl. Not that he didn't sometimes love the stealth missions, but they didn't have a lot of time. More importantly, trash-clogged gutters seemed to be universal, because the ones on Petropia didn't smell any nicer than the ones on Earth. "They're going to see us once we get there, right? I thought there weren't a lot of Plumbers hanging around."

Petrosapiens didn't roll their eyes (difficult without pupils), but Tetrax did this little half-shake of his head that conveyed the same level of exasperation. "It's not the Plumbers I'm worried about. Let's just say that putting all the criminals in a free-roaming city doesn't do wonders for keeping the crime rate down. I don't want to get in a fist fight because a hot shot with something to prove got it into their skull that human spines snap like twigs."

Ben shuddered. Suddenly, tolerating the alley didn't seem like such a sacrifice. "I could've done without the visual," he mumbled.

Unconcerned, Tetrax offered a half-shrug. "At least Petrosapiens won't eat you — meat is much too tough for most of us to enjoy, even if it is only for leisure. It would be a quick, relatively painless death. And speaking of eating..." He stopped in front of a narrow gap between buildings that led back out to the open streets, gesturing for Ben to step ahead of him and take a look. "We're here."

As far as the buildings in Terces went, the squat brick across from their hiding place was huge. It had to be four stories tall and wide enough that it practically dominated that entire side of the street. Ben didn't know how far back it went, but assuming that it was square, then the perimeter of it had to be taking up four blocks. There was hardly a window in sight, though the front was lined with plenty of doors. All of them, Ben was pleased to note, were absent of guards or toll booths like what he had seen happening at the museum. It reminded him of a big, peranite cargo bay.

After all the empty streets and quiet though, Ben physically flinched back when he saw the sheer amount of people gathered around this ugly building. He cursed himself for his reaction a moment later, but he was too taken aback to linger on it. There had to be a couple of dozen people outside of it, and glimpsing through the doors gave the impression that the inside was crammed full. Ben wasn't sure what to think about the congregation. It certainly wasn't  _violent_. Actually, it felt almost homey.

"Okay, I give," Ben announced, turning back to Tetrax. "What's this place for?"

The Petrosapien looked faintly amused for a moment before soon sobering. "It's the Cafeteria. Volunteers hand out the mineral and water rations to civilians and in exchange, the community service takes time off of their stay here. The Plumber outpost in Terces is spread too thin for them to waste men on feeding people." He huffed, indignant. "It isn't as though Argyle is going to reassign anyone else to the planet's garbage dump."

With an unimpressed look, Ben raised an eyebrow. "Remind me why I'm not allowed to kick this guy's ass again?"

All he got in answer was a shake of the head before Tetrax shouldered around him. He jerked his chin as the signal for Ben to follow and the hero fell into his shadow with a tight frown.

The whole thing felt like a really inefficient way to go about punching someone, but Ben was already perfectly aware of what a headache  _that_ could be. When it came to the legality of Ben's methods against interplanetary officials, both Grandpa Max and Rook  _never_ stopped complaining about the endless paperwork. So, at least for the time being, Ben would play this Tetrax's way. He had made his decision and planned to stick to it, but it left a burning restlessness trapped under his skin, twisting Ben's chest into tight knots that pulsed as a voice in his head echoed, " _millions of lives…"_

Oddly enough, it was the silence that brought Ben from his thoughts. The pleasant, friendly buzz of conversation that had been so easy to hear from the safety of the alley wilted now that he was in the line of sight.

They had all likely seen aliens before. There was a good chance that they had seen a human before too, even if it was only photographs of the famed "Hero of the Universe." Nonetheless, the people stared like Ben was something rather unpleasant that they had stepped in. Common sense said that striking up a conversation wasn't going to go well, but Ben couldn't care less.

Purely out of stubbornness, he stepped out from behind Tetrax to stand side-by-side with his friend. "Wow," he remarked loudly, faking a bored tone as he lazily let his eyes drift over the surroundings. "Is it a Petrosapien custom to make  _all_ guests feel this welcome, Tetrax, or am I just special?"

Whispers broke out. It was better than the silence, at least. Luckily, Ben had experience with damage control. True, most all of that happened  _after_ he had done something scorn-worthy and it helped to know what to apologize for, but Ben was nothing if not adaptable.

He ignored the gossip and distrust being leveled towards himself, greeting the nearest group of people with an easy smile and a half-hearted wave. "Hi. You may've heard of me — Ben Tennyson, Wielder of the Omnitrix, Savior of Earth, Here of the Universe, etcetera. I was wondering if you guys would let me and my friend ask you some questions about the weird disappearances that've been happening here recently."

There was a surprising lack of a reaction. People turned back to their companions, sharing confused murmurs and dismissive shrugs. ' _Is he being serious?'_ They all seemed to be thinking. There was an unspoken tension in the air. Heads turned to watch the streets, anxious shuffling and worried commands to be quiet punctuating their obvious fear.

A gentle but firm hand came down on Ben's shoulder. "Maybe we should leave," Tetrax muttered, leaning over to speak directly into the human's ear. "Sometimes, people just refuse to cooperate. We can't force them into anything."

If that was supposed to be a challenge, then it was a damn good one. Ben would bet  _anything_ that Tetrax was smirking when he said that. It dug under his skin and spilled into the pool of resentment that had been silently stewing in Ben's chest for days now.

That was the last straw. Without looking at Tetrax, Ben shrugged his hand off and folded his arms over his chest with a contemplative glare. The whispering and funny looks were  _seriously_ getting old. Ben felt his eyebrow twitch in vexation. If they wouldn't talk behind the government's back, fine. But maybe one of them could at least explain  _this_.

"You know, I get it," Ben spoke up. The impatience in his voice had drawn attention — people were slipping out of the Cafeteria to get a better look at him. "You all've got bigger issues right now and you don't want to risk yourselves by talking to me. Fine, whatever. I'm not going to argue with that. But what I don't get is your attitude towards  _me_. I mean, what did  _I_ do? From what I can tell, your family and loved ones are going missing. Like, a lot of them. And I think you all know that. So,  _again_ —" Stepping forward, Ben held up his left wrist and gestured pointedly to his Omnitrix. "—I'm Ben Tennyson. Whatever pissed you guys off, I know that I didn't mean it. I've never wanted to hurt anybody. I saved this planet once before and I can do it again, but only if you guys are willing to work with me. I can't solve a problem that I don't know anything about."

The only thing to greet Ben was silence. No one dared to so much as twitch. They were still staring shamelessly at him, and frankly, Ben wasn't sure if he liked the blank looks any more than he liked the hostility. At least he could associate a general emotion and attitude with the latter — with the former, Ben wasn't sure what to expect. Was he about to be attacked or be given a standing ovation?

He never found out. Just as the tension grew thick enough to smother, the crowd leaking out of the Cafeteria began to murmur and shift. For a split second, Ben hoped that someone was about to answer him. His hopes were dashed when a Petrosapien let out a hiss of pain and shrank away, glaring at the old woman that had clawed her way through the throngs of people to get to the front.

Ben hadn't even known that Petrosapiens could get old in the first place, but the woman in front of him looked about like what he had been expecting. Short, frail, and most importantly for her character, wrapped in a faded black shawl. There was a sickly quality to the way she carried herself, eyes watery and hazy and her footsteps unsteady. Ben had seen enough movies to know where  _this_ was going. A week ago, he might have accepted whatever harrowing quest she was about to send him on, but he wasn't in the mood anymore. Impatiently, Ben crossed his arms, but politely decided to hear her out, already balancing a refusal on the tip of his tongue.

But to Ben's shock, instead of speaking, the woman took one look at him before bursting into tears. If the tension had been thick a moment ago, it had been knocked up to practically being  _palpable_. The woman dropped to her knees with such force that it splintered the peranite sidewalk and caused Ben to wince. He tried to step back, only for her to grab him by his bare wrist and hold on which such ferocity that Ben was worried that he may hurt himself if he tried to pull free.

" _Please…_ " she rasped, digging her fingers into Ben's cargo pants. The panic caused him to choke up, but struggling with the woman clutching his leg in her vice-like grip would only send him sprawling. " _I've done all that you've asked… Please, let me out, let me see them, please, please…_ "

After a moment, Ben managed to find his voice. "And here I thought I was actually getting better at public relations," he sighed under his breath. The joke only seemed to make the woman cry harder — if such a thing were possible. Her thick tears were bleeding through his pants, burning where they pooled in the groove of his knee and causing Ben to shudder with discomfort. " _Tetrax_ ," he looked to his friend, silently pleading for assistance. "A little help here? I can barely comfort my  _cousin_ , let alone a stranger." Not to mention that Petrosapiens had very sharp edges and Ben was a little concerned that she would start drawing blood if her grip tightened any further. Would it be inappropriate to go alien? His chance of survival would be better as almost anything else.

Tetrax made a vague shrugging motion, mimicking prying something apart before giving a hopeless shake of the head.  _Perfect_. No matter how hard Ben glared, it had no effect on his friend's resolve. Fine. He could handle this. Compared to everything else Ben had faced, comforting a slightly insane old woman would be easy. Hopefully.

With a startling jerk, Ben ripped one of his legs free from her hold. His pants were ripped in the process, just below the knee, and hung on in scrapped tatters.  _At least blood hadn't been_  drawn, he thought dryly. Carefully, taking care to be slow, Ben kneeled in front of her.

Being face-to-face with a hysterically sobbing stranger was never a fun experience. The circumstance was so unusual that Ben couldn't even be bothered to feel stressed about it. He surprised himself with his lack of reaction — there was only a mix of tiredness and exasperation. Another problem that he had to deal with.

"Hey," he said gently, putting his hands on the woman's shoulders. "You're alright. Take deep breaths. Whatever's wrong, I'll do what I can to help, but tears aren't gonna fix the problem. Just calm down and tell me what you need."

Had Ben been an observer instead of directly involved, he might have found this funny. The deep carvings of her aged face caught tears as they fell, making her crystalline skin drip with literal streams. The effect of the tears distorting her eyes made it look like they were welling with liquid gold. Her hitching whimpers sounded like a dying goose, but Ben didn't feel much like laughing. His mind was swirling with thoughts of what could have possessed her to act this way. The woman's eyes were glassy and distant, even by Petrosapien standards, covered with a foggy film. Her mind was somewhere else entirely.

" _Pathetic_ ," she hissed, bowing her head. Instead of letting go, as Ben hoped she would, her grip tightened on his wrists. It was right on the verge of being painful. Ben tried not to tense up, but it was difficult with panic slowly setting in. " _All you do is lie and cheat and steal. You stole him. You took him — took_ me _. I'll never forget, never forgive, never, never, never…_ " The chant pattered off into mutterings, quiet enough that they might as well have been inaudible.

Another plea for Tetrax's help was balancing on Ben's tongue but he choked it back as he saw movement in the hesitant crowd. A man stepped out, looking no older than Ben. It was hard to tell exact age, but the clumsy way he carried himself and the less defined edges to his face gave away his youth.

The stranger grimaced apologetically at Ben, kneeling at the human's side and focusing on the woman. At the very least, she had stopped crying. "It's just another hallucination," he spoke soothingly. "No one is going to hurt you. Come on, you left your rations inside. We should go before someone runs off with them." He tried to place a hand on her shoulder, only for the woman to jerk to life and harshly smack his hand away.

" _No_!" Furious, the woman let go of Ben to jump to her feet. She couldn't have been taller than five-foot-six, but lording over them with hatred burning in her eyes, she seemed monolithic. " _Don't touch me_! Don't touch me!" Angry tears poured with no end. Without another word, she turned sharply and shouldered her way through the crowd. Befuddled, all Ben could do was watch with his mouth still parted to offer more encouraging words. She was swallowed by the audience and disappeared smoothly from sight.

Ben worked his jaw up and down a few times before clearing his throat. "Well…" He chuckled nervously, rubbing the back of his neck. "That could have gone worse. Probably."

The male Petrosapien gave him an odd look, then without warning, grabbed Ben by the arm. Before he could protest this continual grabbing (maybe it was a cultural difference), the boy gently turned the appendage, forcing Ben's hand away from his neck so that his palm was facing up. With surprising care, he ran his fingers over the forming bruise encircling Ben's wrist like a vice.

"I'm sorry about her," the boy finally remarked, letting go of Ben. On impulse, the human drew his arm close to his chest, rubbing his wrist protectively. But this Petrosapien didn't seem eager to hurt him, so Ben resisted the urge to be snarky and listened with a faintly skeptical expression. This didn't escape the boy's notice and he grimaced sympathetically. "She's not a bad person, it's just been hard on her since…" He hesitated, eyes darting over the crowd nervously. It had thinned since the old woman had hobbled forward but that didn't make the atmosphere any less tense. "Look, I can't really talk about it. I need to go get her before she gets into any more trouble. And you shouldn't be here, Ben 10." Again, he grabbed Ben, but this time it was to take him by the hand. The boy rose to his feet, pulling the begrudging hero up alongside him.

That was enough unwarranted touching for one day. Ben went to pull his hand back, but as he did, the boy suddenly squeezed, punishingly tight. He opened his mouth in a silent gasp of pain, stumbling forward. Another hand clamped down on his shoulder, gentler this time, as though helping Ben straighten up. Were it not for the throbbing pain in his hand, he could have believed that he'd only tripped. It felt like something had cracked, or maybe that was the Omnitrix straining under the pressure.

" _Around the corner,_ " the boy whispered against Ben's ear. He had bent down slightly, holding the human by the shoulders and leaning so close that Ben could feel his lips moving against his skin. To an outsider, it probably looked soothing, and maybe even affectionate. But the harshness of the hold and the fever in his voice spoke only of urgency. " _They'll never trust you. That's why._ " He stepped back. Ben blinked, still a little shaken, and nearly missed the boy jerk his head towards the left.

Confused and admittedly curious, Ben followed his gesture. There was a corner around the side of the Cafeteria, just as he had said. It didn't look significant — it was exactly like every other corner in the city. Ben wanted to ask about it, but the boy had already turned and started off after the crying woman. His anxious pace told Ben that he was better off staying silent.

Tetrax stepped up to Ben's side, raising an eyebrow questioningly. All the hero had to offer was a shrug. He didn't understand what had happened, either.

"Show's over!" Tetrax barked at the anticipating crowd. "Clear out, unless you want to hear from the Red Spots."

It was like his words had flipped a switch. Immediately, the other Petrosapiens turned away. Conversation picked back up smoothly as if it had never stopped. Some went back inside, some took to the streets, and a few stayed where they were, shooting Ben side glances but refusing to make eye contact.

Unable to help himself, Ben let out a low whistle. "I didn't know it was that easy," he said with a hint of awe. "How come no one ever listens to me like that?"

Teasingly, Tetrax smirked and patted Ben on the head. He was kind enough to drop his hand when Ben impulsively smacked it away, though it probably felt like little more than a faint breeze. "It's all about attitude," Tetrax replied good-naturedly. He nudged Ben gently on the back to get him to follow, leading him away from the Cafeteria.

Once they were a decent distance from the building, standing out of sight in the mouth of a narrow alley, Tetrax grew serious again. He gestured to Ben's wrists. They were a little stiff but, luckily, the Omnitrix had protected from any marks on his left side. The same couldn't be said for Ben's right arm, but it looked worse than it felt. Ugly, sickly-green bruises were spreading like puddles, encircling his bony wrist in the shape of a deformed handprint, like an unsightly shackle.

"Oh, this?" Ben twisted his wrist experimentally. There was a dull, throbbing ache. "It's fine. The bruise'll probably be yellow by tomorrow. They don't really hurt either, so it's not that serious. But, yeah. Yeah, that guy was pretty…  _intense_." He grimaced, rubbing his injured wrist. "I don't think he realized that humans aren't made to be squeezed like that. It didn't seem like he was trying to be cruel or anything."

"What did he say, then? You couldn't have met him before, and yet…" Tetrax frowned before shaking his head with an exasperated sigh. "It strikes me as odd. I understand why these people would fear Argyle, but the distrust towards  _you_ , on the other hand, well, I can't find the logic behind it."

For a moment, Ben found himself stumped, too. He closed his eyes, focusing his thoughts.  _Logic_ , huh? That gave him an odd inkling of anticipation. "He gave me a clue," Ben supplied. "And I think I might know what it is."

The corner that the boy had indicated was close to them. Luckily, the citizens cramped in around the Cafeteria and left the streets mostly empty. Hardly anyone passed Ben and Tetrax and those that did made sure to keep their pace quick and their heads down.

What could the hint be? Ben's mind was swirling with ideas of a secret entrance or ancient doorkeeper that would finally provide something straight-forward instead of sticking him with more riddles. Maybe that was another cultural thing — the unrelenting need to be as confusing as possible. But the boy had said that the people would never trust Ben and that the reason why was around the corner. It seemed so simple. What was the catch? A fire-breathing dragon? A pit of poisonous vipers? His heart was racing as he eagerly turned the corner.

There was nothing out of the ordinary. Just a street that looked exactly the same as all the others. Ben groaned internally.  _Of course_. Nothing ever worked out for him. Whatever help might have been there was probably washed away in an ancient flood or something like that.

"So this was a waste of time," remarked Ben, crossing his arms. "Let's try somewhere else, Tetrax. ...Tetrax?" He raised an eyebrow when his guide didn't acknowledge him, frowning and reaching up to wave a hand in front of Tetrax's face. No response. Ben stood there dumbly for a second or two, frowning in thought, before following his friend's gaze.

The writing was on the wall. Literally. More of the Petrosapien's squiggly language had been carved into the wall. It was impossible for Ben to even  _guess_ at what it meant, but the letters were enormous and looked important.

He snuck a glance at Tetrax, watching the man's eyes slowly trace every letter, mouth moving along as he muttered to himself. It took Ben a moment to realize that Tetrax was mouthing to words. Immediately, he felt like an idiot. Right. He said that he grew up in poverty and got into crime when he was young. School, if there even  _was_ one in Terces, probably hadn't been Tetrax's favorite hang out. All things considered, being a slow reader wasn't the worst thing in the world.

Once it seemed like the meaning of the words had been fully processed, Ben cleared his throat. Tetrax gave him a considering frown. With a little helpless shrug, the hero forced a grin and nodded his head towards the writing. "So… what's it say? I'm guessing it's not just a catchy slogan for fish tacos, huh?"

"No," Tetrax agreed with a slow nod. He stepped closer, running his hand over the lettering. "It is a sort of ad, though. More specifically,  _propaganda_." His face made a quiet cracking sound as Tetrax scrunched it up like he had tasted something rotten.

"Propaganda?" Ben tilted his head to the side. Vague memories of high school history came to him, but all that he could link to "propaganda" was some long-buried lecture about the Cold War. That only drew up more blanks so he shook the thought away and focused on the more important subject at hand. "What's it say, though? I mean, does it translate into English at all, or…?"

Tetrax sighed, dropping his hand. "Not very smoothly. The best explanation I can give you is that it is advertising your visit to our planet. It warns citizens of your "many atrocities" and tells them not to get close to you." He hesitates. "...if they value their lives, that is."

Ben's eyes widened. He looked between the squiggly lines and his friend, trying to connect what he had been told with what he was seeing. That couldn't be right. "" _Many atrocities"_?" He echoed. "No, that can't… I mean, that's not—" To shut himself up, Ben physically bit down on his tongue. His mind was swirling to violently for him to put his thoughts into words. "There has to be some kind of mistake!" He finally shouted, throwing his hands up in the air. "I haven't—! That is, I've never—! I always try to do the right thing! What are they talking about?" He bit back a groan of frustration.

However, Tetrax was no longer listening. He pointed further along the empty street. "There's more down there — all saying essentially the same thing. Argyle must have had the messages removed from the path you were scheduled to follow on your tour. That explains why Mantle is so fixated on having plans made."

Something about that struck Ben as odd. It took him a moment to put his finger on it but then his frown deepened. "Argyle?" He asked, turning to Tetrax. "What makes you think he had anything to do with this?" True, the Magister was involved in some way, but propaganda seemed like a new low. Would he really stoop to that?

"It says so," Tetrax replied, immediately shattering any doubt Ben might have still had. "See? Right there." He bent down a little to trace a symbol at the end of the carved message, pressed in the bottom corner like a watermark. It looked like a swirly "j" and a sandal to Ben, but if Tetrax said that it was Argyle's signature, then he believed his friend. "I can't believe I haven't seen these before," he muttered thoughtfully, continuing to run his fingers over the calligraphy. "They had to have known, yet they never told me… And I never stopped to notice." Grimacing, he shook his head.

"What now?" Asked Ben, maybe a little too desperately. "Argyle's been in power for who knows how long and these slogans or whatever have got to be all over the planet. No one's going to talk to me at this rate!"

"I don't know. I hadn't considered that Argyle was working an angle like  _this_." Tetrax sighed, frowning deeply. "We should cut our losses and return to the group, Ben. Clearly, there's nothing for us here."

**Notes for the Chapter:**

> Up next we get part three of the Terces mini-arc, and then we move on, finally! I promise, you guys.
> 
> **Chapter Six: _Fortune Favors the Bold_**


	6. Fortune Favors the Bold

**Summary for the Chapter:**

> Ben held the water bottle up to his face, barely an inch away. He squinted at the clear liquid through the thin peranite container. '"It's in the water," huh?' He mused.

"No," Ben spoke sharply, taking Tetrax aback with its conviction. "We're not going anywhere. Millions of people are in trouble and I'm not letting something as stupid as what someone wrote on the wall stop me. Besides, can't you just…?" He faltered, gesturing loosely towards the propaganda piece. "I don't know, bend the wall back to a flat shape? It's made of peranite, isn't it?"

Something about that assumption must have been incredibly stupid. All Tetrax could do was shake his head. "It's not so much about the writing itself as it is about how long it's been here. This piece must be recent, but others? Ben, these must have been circulating for months, in who knows what form. I wouldn't be surprised if rumors about your "cruelties" are also being circulated and if Argyle was giving speeches about it."

Speeches? Could it be that serious? The language was indecipherable to Ben, but he stared at the wall silently for a long moment, trying to associate the haphazard lines with his tarnished reputation. He scowled. "The only person that's going to ruin my reputation is  _me_. I'm not going back to the base until I get someone here to talk to me," he announced.

There was doubt on Tetrax's face, but Ben paid him no mind. As if on cue, a Petrosapien leaving the Cafeteria had rounded the corner, two containers made of peranite in her hands. One was cylindrical and the other was a small box. She paused when she saw them, eyes flickering between Tetrax, the wall behind him, glancing over Ben, before settling on his Omnitrix. Immediately, she froze.

"Hey!" Ben raised his hand to get her attention, starting to slowly joke over. "Can I talk to you for a minute? I'm not evil, I swear, I just want to—"

She cut him off with a sharp scream, chucking her containers at Ben before turning on her heel and sprinting back the way she had come. Her aim was surprisingly good — Ben grunted in pain as the first container, shaped like a curving soup thermos, hit him hard in the gut and knocked the wind out of him. The box hit the ground at broke open, spilling a colorful mixture of minerals among the shattered bits of peranite. The only reason that the other container didn't break was that Ben held it close by default when he protectively huddled around his gut. That would probably be another bruise by morning.

"Unfortunate luck." Tetrax tisked disapprovingly, standing near Ben to push the spilled powder around the ground with his foot. "She gave up her rations. This is a day's worth of minerals and you must be holding her water. The Cafeteria isn't known to be generous — I doubt that there will be any second servings, no matter how convincing her story. She must be very afraid of you. Or, at least, of  _speaking_ to you." He paused, but when Ben said nothing, a soft smile came to his face. "I would remind you again that the logical decision would be to try your luck elsewhere, but I have this odd feeling that you wouldn't listen to me. You're known for impressing, Ben. What do you think we should do?"

A very good question. Ben rubbed his sore stomach with a grimace, holding up the container for a better look. As Tetrax said, it held water. It was made of a thin, glossy sheet of peranite, and curved inward around the middle twice, like a camel hump. Really, it was a nicer-looking water bottle. Even if Ben was completely incapable of using it, being a carbon-based life form. He shrugged and put it in his pocket. There were no trash cans around, but maybe he could find someone else in need who would like it. That girl was long gone.

"Well, it would help if I was Diamondhead, but that would just lead the group right to me." Ben rubbed his chin thoughtfully. "It's still worth a shot, I guess, but maybe not until I try a few other people. Maybe that girl is  _usually_ overdramatic?" He laughed awkwardly.

Tetrax arched an eyebrow. "Well," he sighed, "it can't hurt to  _try_."

"Gee, thanks for the vote of confidence," Ben muttered sarcastically. Still, when he started off, his temporary partner followed. He had forgotten, in the long stretches of time where they didn't see each other, what a headache Tetrax could be. Then again, Ben supposed that he wasn't the easiest person to work with either.

He stopped near the street corner, peering around to look at the front of the Cafeteria. It was bustling with Petrosapiens now that Ben was gone, which was good. He could use it to his advantage.

"Okay, so here's what I'm thinking," Ben announced, turning to his friend. "When they come this way like that girl did, I try to talk to them, the same as before. But I need to look more approachable. That's probably what scared that girl off last time. Any ideas? You know Petrosapiens better than I do."

There was a brief lull while Tetrax considered it. "It might help to cover that Omnitrix." He pointed to Ben's wrist. "Not that it couldn't help "convince" people to be more loose-lipped, but we don't need rumors of the Omnitrix-user spreading. If a Plumber officer catches wind, we won't be able to evade them forever. But other than that?" He looked Ben up and down critically. "Try to make yourself seem smaller. If a Petrosapien can't register you as a threat, there will be no reason to feel fear, and thus, no reason to run."

Internally, Ben groaned.  _Smaller_? He was already tiny compared to Tetrax. What more did these people need? He grabbed the Omnitrix, twisting it so that the face was on the other side of his wrist. It felt weird to have it rest over his pulse. The weight difference was subtle but all too noticeable. And if Ben concentrated, he could have  _sworn_ that the Omnitrix was thrumming in time with his heart beats, almost as though it had a pulse of its own…

Creepy. But, whatever. He had seen too much to be weirded out by something like that.

"There's not much of a way for me to get any smaller." Ben gestured to his body with an unhappy grimace. His future selves were always ripped, so how did they do it? They really ought to tell him sometime. It was in their best interest, seeing as how they were the same person. "What should we ask about? If they've seen anything suspicious? That seems really broad." And, not that Ben wanted to be judgemental, but they weren't  _exactly_ in a reputable neighborhood.

Hesitation creased Tetrax's face and his frown deepened. He looked like he was seriously considering the question. "I…" He blinked as realization dawned. "I'm not sure."

That was no help  _at all_. Ben almost wanted to snap at him about it — because,  _seriously_ , how could Tetrax have no ideas? These were his people, his home town. He had even admitted as much! Where did he get off on looking so  _confused_?

Before Ben got the chance to vent any of his thoughts, footsteps sounded. A moment later, another Petrosapien rounded the corner empty-handed. This one was male and held himself much more confidently than the person before him had. His expression flickered with brief confusion when he saw them, but he didn't stop walking.

Ben started after him, hand outstretched. "Hey, can I talk to you for a second? I was—"

The guy turned on his heel, grabbing Ben by the hand and pulling him forward, kicking his foot out to swipe his legs out from under him. The hero hit the ground hard, letting out a soundless grunt of pain as the air was knocked from his lungs. The next second, the stranger had joined him and Tetrax was standing over them both with an unimpressed look on his face.

He took in Ben, lying very still and taking shallow breaths to not aggravate his chest, and sighed. "I hope that partner of yours is getting a raise," Tetrax remarked dryly. "Humans are remarkably fragile."

With a huff, Ben flipped himself over onto his front, pushing himself up onto his knees. "Easy for a guy made of diamond to say," he mumbled, stretching his arms above his head with a wince. "Ugh, what is it with the people on this planet and hurting me? Never feels that bad when it's one of my aliens taking the hit."

The second Petrosapien took the fall with a little more grace. He scowled at Tetrax, pushing himself to his feet with a huffed sigh. "Maybe we wouldn't be so inclined to hurt you if you wouldn't try to touch strangers.  _Off-worlders_." He rolled his eyes. "Tourists never pay attention. You know what this city was built for, don't you? You have to, if  _they_  let you anywhere near this area, so you've gotta be either really brave or really stupid to try sneaking up on one of us." He gave Ben a disdainful look. "And considering where you are right now, the latter option seems more likely."

Maybe it was pity or maybe it hurt his neck to look down at such a sharp angle, but Tetrax finally sighed and offered a hand to pull Ben to his feet. There was that carefulness that the hero was starting to get sick of. Tetrax was so much bigger than Ben that he could only get a good grip by grabbing two of his fingers, and his body was all hard angles and sharp edges, to the point that he kept himself from grabbing Ben back for worry of hurting him. Instead, Tetrax let him hold on and lifted the human easily with the one hand. It was shockingly annoying, but then again, Ben's mood was worsening rapidly. He tried not to think about the implications too much. He was  _not_ fragile.

" _Anyway_ ," Ben said through clenched teeth, trying to maintain what remained of his dignity, "I just wanted to ask you some stuff. Who's the "they" you're talking about?"

The guy who had seemed so fearless a moment again stiffened. His eyes widened, then narrowed dangerously. "Depends on who's asking." He curled his fingers into a fist and there was a sharp cracking sound as a thin, razor-sharp blade extended from the back of his hand. "If you Redspots think that I'm dumb enough to fall for this, you really need to step up your interrogation methods."

As soon as he moved to take a step towards Ben, Tetrax cut him off. His hand closed around the blade, squeezing so tightly that both men winced. Almost in an act of defiance, upset with Tetrax constantly protecting him, Ben spoke before his companion could. "We're not Redspots," he promised. "Tetrax grew up here, and I… um, I'm just visiting. Look, all I want to know is what's going on here. Have there been…  _missing people_?"

There was a tense pause. A serious frown came to the guy's face and he tugged sharply on the blade that Tetrax was still holding. "Why don't you call off your little guard dog before demanding information that could get me killed, huh, kid?"

Indignation made Ben's face flare up bright red. He started to protest, but Tetrax beat him to it. Releasing the guy, a hard shove to the chest sent him stumbling back. Tetrax was right behind him though, leaning in close and cracking his knuckles sharply. "There. Now,  _talk_ ," he said, a warning in his voice.

Rolling his eyes, Ben walked up and tugged on Tetrax's arm until he begrudgingly lowered it. "And for the record," he said as he crossed his arms, "my name is Ben, not 'kid.'"

Recognition flickered in those dark eyes. "That a fact?" The stranger drawled lazily. He glanced off to the side, reading over the propaganda on the wall almost as though bored. Ben and Tetrax tensed but, surprising them both, the guy chuckled. "Yeah, well… I always figured that you couldn't be all bad if Argyle hated you so much, Ben 10."

"Uh, yeah. Just Ben is fine, thanks." The human frowned. "I want to know what's going on. When I saved this planet a year ago, it wasn't—"

His statement was cut off by a sarcastic snort. "'Saved'? Don't kid yourself. Your meddling is what sent this place spiraling downhill. You brought back  _just_  us and our planet. If we hadn't lost so much history, so many  _centuries_ of infrastructure, then— Then it wouldn't have…" He trailed off, a somber look replacing his anger.

"It wouldn't have…?" Ben prompted him to continue, holding his breath. So it wasn't just the propaganda. Had he done something wrong by bringing them back? They seemed to enjoy being alive, so what had Ben done to insult?

But the stranger only shook his head. "No, it would be unfair to blame it all on you," he stated, though he seemed unhappy to admit it. "This probably would have happened anyway. Yeah, you're right, there's been…  _disappearances_. I think they've been going on ever since the planet came back, but I can't prove it or anything. It was more hectic then. More things going wrong. And then, about six months ago, people started getting sick.  _Really_  sick. They would always disappear soon after. I've only seen one person come back from it and she never talks about what happened."

He paused. Shooting a wary glance at Tetrax, he bent down a little closer towards Ben's face. He expression was severe. "Between you and me, I think it's the Plumbers doing this. They're the only ones with access to medicine. It's so rare for our kind to be sick, you see, so treatments are expensive and limited. They never help us, but they sure do keep a detailed record on who's sick and who's not." His eyes narrowed. "I don't trust their rations, either. I mine for my own minerals and water. Guarantee that they're not giving us pure calcium and mercury like they keep insisting."

"Mining?" Ben knew that that wasn't the important detail of the little speech he had sat through, but his mind latched onto it anyway. He had a gut feeling that it was important. "Isn't that a lot of hard work to do just because you feel a little paranoid?"

"It used to be easier," he admitted tersely. "Back when I had my brother's help. Then one day, he got sick. Couldn't even restructure his body anymore. And then I woke up one day to see…" He shrugged, making an empty gesture with his hands. "Nothing. Not a thing out of place. He was just gone."

Ben grimaced. He hadn't wanted to dig up an ugly memory. "Sorry. I shouldn't've asked."

The guy nodded, keeping his expression carefully blank. "No, you shouldn't have," he agreed. "It's not all bad, though. He can handle himself. At least the shack is quiet now. Look, I can't afford to say anything more." The subject change, while abrupt, was a relief. Ben relaxed as the awkward atmosphere dissipated. "Not that there's much to say — mostly just whispers and rumors. Anyone who really  _knows_ anything never sticks around long enough to blab about it. But, uh, good luck." He raised his hand like he wanted to put it on Ben's shoulder but soon thought better of it. His frown lessened some. "You know, you sort of remind me of him. My brother, I mean."

It was such an odd thing to say that it took Ben a moment to formulate a response. "Uh… thanks, I think. Was he younger than you?"

Another nod from him. "Yeah. A full two rotations younger. If you manage to find him, which I doubt you will, then tell him that… that he's missed out on his birthday, alright?"

"Of course," Tetrax replied, surprising Ben with the sympathy on his face. "Thank you for speaking to us. If it will make your life any easier…?" He reached into his pocket, pulling out a slim card. Ben almost thought that it was Credit, but the shape was too narrow and the edges were too rounded.

Shocked, the stranger looked from the card to Tetrax's face and back again, visibly struggling with some sort of decision. "No, I don't need it, " he said finally, shaking his head. "I don't have any use for that. It'll be used better if you just keep it, yeah? But, uh, thanks." He inclined his head politely and, once Tetrax had returned the gesture, turned and resumed his unhurried pace down the street.

Once he had turned the corner and was out of sight, Ben focused his attention on the strange card. "What's that for?" He asked, pointing. "It's not Credit, is it?"

"No." Tetrax shook his head. "I told you, residents of Terces aren't permitted to have Credit. This is a ration card. One serving from the Cafeteria per day. That kid likely had friends that could have benefited from something like that." He tucked it back into his pocket.

The next few seconds passed in complete silence. Slowly, the words suck in and Ben froze. "Residents? Wait, Tetrax, you mean that you live  _here_? I thought that you were staying, like, in the capital or with the Plumbers or something!" His jaw came unhinged. But Tetrax was a good person! Why had he been forced to stay in a run-down dump?

Tetrax chuckled good-naturedly, patting Ben on the shoulder roughly. "You always see the good in people, Ben, even when it's not there. I'm a felon, remember? I would have been sent to Incarcecon after my hearing had it not been emptied to make room for Vilgax. And I'm not in the Null Void because your grandfather asked Azmuth to make an appeal for me. After all the things I've done to leave this planet worse off…" A grimace came to his face at the memory. "A lifetime sentence in Terces is too kind."

Ben didn't reply to that. What could he have said, anyway? He felt this awful churning sensation in his gut, like guilt, only he hadn't done anything wrong. Maybe it was what he  _hadn't_ done. When he remade Petropia the year before, he hadn't stopped to consider how the people would feel when faced with Tetrax, the person who had originally doomed them. If Ben had stuck around after he was done, if he had vouched for Tetrax's change of heart, all the good he had done since, then maybe… How was it fair that Ben was the "Hero of the Universe," and all Tetrax got was begrudging permission to live in a back alley, run-down city?

It wasn't fair. It never was.

"Cheer up," Tetrax encouraged him with forced enthusiasm. "Let's not focus on the past, Ben. There are problems that we can solve  _today_ , and you've made progress. We learned that the disappearances coincide with a mysterious illness. Odd. Petrosapiens are immune to the effects of bacteria and parasites, which means that the sickness must have some sort of outside help in order to spread." He frowned. "Argyle couldn't start a pandemic. Not on his own."

Right. He had a point. Ben took a deep breath to calm his thoughts. The squirming feeling in his chest was shoved away and ignored. There were more important things at hand.

"Well, if you guys can't be affected by bacteria, then it's probably not airborne like Earth diseases are. It'd have to be given directly, but how would he be able to pull that off? People would notice—" Ben cut himself off.

Something had occurred to him.  _People would notice._  What had that guy said, again? ' _I've only seen one person come back from it and she never talks about what happened.'_ She. Like flicking a switch, it all clicked together, so much so that Ben almost fell over.

"We need to find that crazy old lady," he suddenly announced. "She'll know what's going on. I gotta talk to her."

That got a laugh from Tetrax. Not a chuckle or a snort, but a full-blown clutching-at-your-sides laugh that had your eyes tearing up and made it hard to breathe. When Ben didn't react, Tetrax forced himself to suppress his laughter, though his smile remained. "Were you being serious, Ben? You c-can't be really thinking that we'll get something useful from her ramblings. We should wait here for the next Petrosapien to talk to."

In all fairness,  _that_ was actually funny to Ben. He rolled his eyes, thinking of how sore his wrists and torso would be in the morning. Talking on Petropia sure did call for a lot of fortitude. And diamond-hard skin.

Movement in Ben's peripheral caught his attention. He turned his head sharply, surprised to see the old woman he had been thinking about watching them from the cover of a nearby alley. She looked equally shocked to have been spotted. Perks of having peripheral vision, unlike Petrosapiens.

Unfortunately, it also scared her. She stiffened and turned, sprinting faster than someone her age ought to be capable of. Ben automatically gave chase.

"You stay here!" He called to Tetrax over his shoulder. "Don't worry about me, I'll be back soon! Try and see what you can do about Argyle's hit pieces!"

He ignored Tetrax's protest, ducking low to avoid a broken peranite awning before sprinting smoothly into the alley after her. She had the advantage of being on familiar ground, but she was also older than Ben and less level-headed. Her frantic sprint was noisy and it left an easy path for Ben to follow.

"Come back! Stop!" Ben called after her, panting. "I just want to talk!  _Seriously_ , what are you so scared of?"

It would have been more productive to scream at a wall. The woman didn't so much as hesitate, scooping down to grab a discarded mineral container without breaking stride. She didn't look back but chucked it towards Ben's head as hard as she could. He choked on a noise of surprise, throwing himself into a roll to avoid it. At the same time, she abruptly dropped low to the ground and executed a seamless ninety-degree turn onto a branching path. Ben hit the narrow alley's wall, letting out a grunt of unhappiness as he laid sprawled on his back with his arms flung out and his legs bent over his hips and towards his face.

"So that's how it's gonna be, huh?" He grumbled, holding his Omnitrix up to his face. It could always be turned back off after he was finished. In and out, so fast that Mantle would never even know that it had been activated. "Fine! I think Jetray'll be able to give you a run for your money, lady." Ben smirked and, without giving it another thought, activated his watch.

Seconds later, the all-too-familiar transformation was washing over him. His spine elongated, his bones molding with his skin and hardening to a dense and compact body. His head widened, his hair was sucked into his skull, and Ben's facial features receded until his face was flat.

The hero blinked down at his alien body and wasn't at all surprised to see diamond winking back at him. He groaned in annoyance, rolling over and pushing himself up onto his knees. " _Diamondhead? Figures_." He sighed but, knowing that he couldn't afford to waste any more time, quickly got over it and jumped to his feet. Even Diamondhead was more useful in a chase than being Ben.

He held out his hand, focusing on the patch of ground in front of the woman. Without effort, he commanded it to rise, and then there was a thin wall of peranite preventing her from continuing. Diamondhead was hoping for a brief distraction to help him regain the ground that he had already lost. What he  _wasn't_  expecting was for her to let out a guttural, animalistic moan of pain and throw herself at the barrier, pounding it with her fists like a child having a tantrum.

Seeing this, Diamondhead raised an eyebrow and his running slowed to a jog and then to a hesitant meander. " _Um…_ " he approached her slowly. " _You know, you could just use your abilities to move it. You're a Petrosapien, aren't you?_ "

The woman let out a short, mocking laugh. Her mood had changed from fear to annoyance like someone had snapped their fingers. She stayed solely fixated on the barrier, refusing to look at Diamondhead. "So short-sighted," she said, as though disappointed. "Bend all you like, while you can. It won't make  _them_  any more merciful."

Alright. So, maybe Tetrax had been right to mock him for this.

Regardless, Ben wasn't the type to admit that he was wrong  _or_  to turn back empty-handed. He sighed. " _Look, lady, I just— I mean, can I at least get your nam_ e?" Maybe she would respond better if they were on friendly terms.

The woman blinked as though startled, squinting at Diamondhead like she was only then seeing him. Her gaze slid right over his Omnitrix and focused intensely on his eyes. "I've never seen you before," she announced finally. This seemed to satisfy her and she nodded like she had worked through something immeasurably complex. "Of course, no wonder you smell so purple. Ah, the innocence of youth…" A dizzy smile came to her face.

The good news was that she was talking to him now. The bad news was that he had no idea what she was saying.

" _No, your name_ ," Diamondhead stressed. " _Can you at least tell me a vague, rhyme-y poem as a clue or some kind of mysterious hint? I'm a good guesser, promise_."

She ignored him, pressing her ear up against the peranite barrier and listening intently to something that must have been on the other side. "Don't over think things — it doesn't suit you. Names are to me and you what spoiled eggs are to mattresses."

The conversation was going nowhere fast. Frustration threatened, but Diamondhead bit it down. " _They're what_?  _Irrelevant and completely unrelated?_ " He asked sarcastically. He thought that she was emotionally traumatized by a horrific event. How could she be so calm?

"Exactly!" She agreed. Seemingly satisfied with whatever she had heard from the peranite barrier, she started scraping her fingers against it, catching the flaking pieces in her outstretched palm. "You can't catch sunlight with a hat, so stop trying to." She tilted her head back, pouring the shreds from the wall into her mouth.

That made sense. Sort of. Not really, actually, but Diamondhead went quiet, thinking about what she had said. If he could think like her, maybe he could find something useful locked in her subconscious. It was still a long shot, but he had a good feeling about this. She wouldn't have broken down crying at the sight of him were it not for something that left an impact.

" _I see_ ," Diamondhead said slowly. He paused. " _You look like you've been sick. How long have you felt like… this?_ "

She pressed her back to the wall, sliding down it to sit. Her legs were crossed and she reached into her cloak, pulling out a small bundle of what looked to be pocket lint. The disgust on Diamondhead's face was ignored as she proceeded to pet it like it was an animal. "Relatively long. It's all been long since they took him."

He perked up. Yes, finally, something he could use! " _Who's he? Someone close to you?_ "

"Close? Maybe." She gave a dismissive wave. "It's so hard to be sure. How much of our time together was wasted with lying? Did I even really know him, or love him, or love the idea of him?" She let out a sad sigh.

Ben was trying to remain calm and not get snippy, but it was kind of difficult when he was under a time constraint. Mantle would be looking for him and he had no idea how long it would be until he was found. He took a deep breath, trying hard to think. He must be asking the wrong questions. It had to be something he was missing.

" _Where is he now?_ " Diamondhead gestured flippantly around them. " _I'm sure he wants to see you. Why isn't he here?_ "

She copied his gesture, only doing it upward. "In that dark place. The burning, the stinging, the agony… Him, and all the others. Sick and gone. Buried, like I was. This world didn't deserve them." Sniffling (even though Ben knew for a fact that Petrosapiens couldn't cry), she let out a sad sigh.

It was hard to tell what was metaphorical and what was useful information. Somehow, Ben doubted that they were all buried underground somewhere. It was definitely somewhere "dark," though he wasn't sure if that meant a lack of light or if it was just depressing. Probably both, knowing his luck.

" _Okay, um— who took him? Them? Did someone come for you once you got sick?_ " Diamondhead pressed forward. Maybe it was his imagination, but he could have sworn that there were footsteps echoing through the alley. Were they narrowing in on his position?

"The white," she supplied. There was a faraway look in her darkened eyes as she got lost in her memory. "So very white… Their bodies, the cells, the cure… All of it was white. Harsh. Stagnant. Here, it's blue. Calm. Familiar. He was unhappy and forced me to leave, but I think that I traded up. He has to stay in the white darkness now, all because he was too weak to follow the path carved through the stars."

Whether she knew it or not, the vague phrasing was being helpful. Diamondhead couldn't help but grin. " _So, you escaped? He helped you, didn't he? You can tell me if it was someone else. I'm not going to tell anyone,_ " he promised.

But the woman only chuckled, waving her finger and tisking. " _Not a 'he,'_ " she said in a sing-songy tone. "He was forceful and demanding. Patience became Salvation. All of this misery, I owe to her. And she loves taking credit."

A beat passed. Ben almost deactivated the Omnitrix and left with the bits of information he had managed to unwillingly pry from her. He might have, had it not been for something tickling the back of his mind, a snippet of an already-distant memory. '" _I can't believe Patience wasted six months defending you."'_  Of course.

" _Patience is a_ person," Diamondhead muttered in awe. His eyes grew wide. " _You know who she is? What can you tell me about her?_ "

"I can tell you all that you need to know," a voice from behind him suddenly announced. Almost falling over with surprise, Diamondhead turned to lock eyes with a furious Mantle. He had his arms crossed over his chest, a glare fixed on his face that could melt steel. "Patience Stronghead was a high-ranking Magister here on Petropia. Before the destruction of our world and our species, she was the Magister in charge of all Plumber activities on our planet. Six months ago, Magister Argyle challenged her for the position. It was a brutal fight. She fought well — better than anyone on the planet could have — but in the end, only one of them survived, and  _he_ is the one that you'll be answering to once my report of yours and your partners' insubordination reaches him."

The silence that followed was broken only by the shrill beeping of the Omnitrix. A wave of energy washed over him, and once the light faded, Ben stood in place of Diamondhead with a fake look of surprise. "Woah, the Omnitrix powered back up! Thank goodness you found me, Mantle, I thought that I would be lost here for sure after I got separated from you guys during that fight." He managed an awkward laugh, smiling innocently.

Mantle raised an unimpressed eyebrow. His gaze slid over to the old woman's. "So you're harassing citizens about our fallen political figureheads because…?"

A nervous shrug was offered. "Haha, well, um… it started as me asking her for directions, but it got a little side-tracked. Thanks for the history lesson, though. You don't have to tell Argyle about this, do you, Mantle? I mean, what's a little mistake between  _buddies_?"

The Corporal shook his head in disappointment, but all Ben cared about was that he hadn't said  _no_. As far as he cared, the less that Argyle knew about his suspicions, the better. He knew that the Plumbers had definitely been involved in this weird "sickness," that people who had it went missing, and that they were being held somewhere "dark" and "white." Not very helpful, maybe, but Ben wasn't in the position to be picky. He hoped that he could get Grandpa Max to take this seriously once they were back on Earth and not at risk of constantly being monitored by a corrupt government.

Eventually, Mantle let out a weary sigh. He placed a comforting smile on his face, approaching the old woman with his hand outstretched invitingly. The look in her eyes was one of abject horror, but Ben didn't get the chance to warn Mantle against what he was doing.

He started to speak — likely an apology or something comforting — but the woman suddenly let out a shriek, flinging her leg out to catch him square in the jaw as he bent over her. She had started sobbing again, flailing wildly as she hunched up and pressed herself further into the corner. " _No more, no more!_ " She screamed. " _I'm free, beyond you, far away, not far enough! No more water, no more water, no more water!_ "

Glaring, Mantle swore under his breath, wiping off his mouth. There was a small chip in his lower lip where she had made harsh contact.

Unable to help himself, Ben chuckled and let out a low whistle. "Wow, I like her more already!" He cut himself off when Mantle turned that glare to him, standing up straighter and crossing his arms over his chest. Despite his underwhelming height, Ben was still hoping that he looked intimidating. "So, uh, how exactly do you guys deal with hysterical citizens around here? Purely for survey purposes, of course."

That question seemed to get the heat off of him, at least for the moment. Mantle hesitated, looking skeptically at the woman having a panic attack because he had leaned in a little too close. He sighed, rolling his eyes and pulling a few ration cards from his belt. He knelt down, maintaining a more reasonable distance this time, and offered them to her. "Ma'am, I apologize for this inconvenience. If you would like more rations, I want to extend my deepest apologies for—"

This time, when she shot her foot out, it caught Mantle in the wrist. He grunted in pain and the ration cards were sent flying, smacking dully into the walls of the alley. " _No!_ " The woman howled as though burned and recoiled. " _Can't trust, don't trust, won't trust! Not while it's in the water! It's in the water!_ " She jumped to her feet, shouldering past the two of them easily and taking off back the way she originally came.

"Delusional…" Mantle muttered the rest under his breath with a slow shake of the head. "Follow me, Tennyson, "sir." I'll get you and your "malfunctioning Omnitrix" back to the group. I assume you have no objections to that?" He smirked, as though expecting Ben to be dumb enough to rise to the obvious bait.

"None what so over," Ben replied without a hint of sarcasm. "Lead on, Corporal."

He did, albeit dejectedly. It felt like Mantle would prefer to be leading Ben away in chains, but he kept his hands to himself and mostly stuck to impatient gesturing when he felt that the human was moving too slowly.

They wound their way back through the branching alleys. Ben hadn't realized before how far in they had managed to go. It felt like a shorter distance when he was running and hyped up on adrenaline. Walking, it must have taken around ten minutes to empty back out onto an actual street. And even then, Ben had no idea where they were. Everything sort of looked the same, what with all the peranite, but even so. He wasn't anywhere near the Cafeteria. Had Mantle planned that on purpose, or was it coincidental?

"Ah, here we are." Mantle relaxed, pointing towards the group that was waiting for them. Tetrax was with them, which was reassuring. "Your friends are waiting for you, Tennyson. You ought to enjoy it while you're still allowed on our planet."

It was a threat, to be sure, but Ben wasn't worried. His name carried too much weight for an entire planet to be allowed to ban him. And, if Argyle was truly the mastermind that he was beginning to appear as, then he would know that banning Ben from Petropia would only look more suspicious than he already was. No sense in fanning the flames.

"Ben!" Rook rushed over to meet their approach, placing both hands on his partner's shoulders. It took less than a second for his gaze to lock onto the bruises encircling the human's wrists. His eyes narrowed and, abruptly, Rook had grabbed Ben by the jaw. Ignoring the hero's protests, he leaned in close to get a look at his pupils before pulling away to give his partner a thorough look over. His face was creased with displeasure, only further upset when he noticed the missing section of Ben's pant leg and the faint bruises forming underneath. "I cannot let you out of my sight for even a moment, can I? How did you manage to hurt yourself like this simply by wandering the streets? It must truly be a talent."

The fluttering mother hen approach caused Ben to turn red, but he said nothing. Rook had been more stressed than usual recently, likely due to his recent promotion to Magister and the heavy implications of their assignment to Petropia in the first place. Whatever it was, Ben wasn't the type to pry. And if a few minutes to make sure that his partner's heart was still beating would make Rook feel better, then Ben would keep his mouth shut and allow it.

"I'm  _fine_ ," Ben groaned, firmly yanking his jaw from Rook's grip. "Just because the Omnitrix wasn't working doesn't mean that I'm helpless, Rook. I… had a few run-ins with the locals, that's all. But it's fine, Tetrax was there to help me out." He beamed at his friend, who managed a tense nod in return. Mantle's glare only grew more severe as Ben raised his hands in a placating gesture. "Yeah, uh, but I totally learned my lesson about separating from the group. I'd  _never_ let that happen a second time."

Nothing was offered from Mantle in response. Of the three cadets, only Popagai seemed pleased. Igneous was avoiding looking at them and Kimberlite looked as annoyed as ever.

"Jeez," Ben remarked dryly. "Don't greet me all at once, guys."

"Enough!" Mantle snapped, stalking past Ben and Rook both. He got right up into Tetrax's face, sneering with an intensity that could curdle milk. "You're here on request of Magister Tennyson  _only_ , understand? You're not to be wandering out of sight and you're especially  _not_ to be wasting this group's valuable time with your antics. No one wants to stay here any longer than absolutely necessary." A cruel smirk came to his face. "Or did you forget what started you on your dark path to begin with?"

Tetrax said nothing. He folded his arms over his chest and looked hard at a point over Mantle's shoulder. If he had even  _heard_ Mantle, then there was no indication.

A tense moment passed before the Corporal scoffed and turned away. He pointed an accusatory finger at Rook, though his indignancy from before had faded somewhat. "You. Learn to keep an eye on your partner. Because if I have to start reining him in, I can guarantee that neither of you will like my methods." Satisfied, he turned sharply and started away. "Come on, pick up the pace! We were supposed to be on our way back already!"

They followed him, falling into the familiar pattern — Plumbers forming a perimeter and the three outsiders in the center. After what happened, Tetrax didn't dare risk getting close, but Ben could tell that he was listening. Everyone seemed to turn their attention to Ben as soon as Rook opened his mouth and asked, "Did you run into anything interesting while you were lost?"

There was a glint of humor in Rook's eyes when Ben turned to glare at him. They both knew that "I'll tell you later" wasn't an acceptable answer. Mantle was going to need something non-incriminating to report to Argyle later. But that didn't mean that Ben had to enjoy being put on the spot.

"Oh, nothing dramatic," Ben answered with a lazy shrug. "I think I might've said something culturally insensitive. Would explain the bruising around my lungs, anyway. And, um, these came from an over-enthusiastic fan." He laughed weakly, flashing the unsightly bruises around his wrist that had caught Rook's attention to begin with. "It doesn't hurt, though. Oh! And, someone gave me this." He fished into his pocket and pulled out the peranite cylinder.

When Rook held out his hand for it, Ben handed it over without qualm. "Interesting," the Revonnahgander remarked. "This must be how the city receives ample water and minerals. Very enlightening. It seems that your detour did some good for our report, after all." He passed the bottle back to Ben. The smile on his face was hiding how anxious he was to find out what had actually happened. But their shower trick wouldn't work a second time, especially not following the little stunt they just pulled. They would need a more creative plan next time. For the moment, their conversation lapsed into an anticipatory silence.

Ben held the water bottle up to his face, barely an inch away. He squinted at the clear liquid through the thin peranite container. '" _It's in the water," huh?'_ He mused. With a shrug, he slipped it into his pocket and paid it no mind.

**Notes for the Chapter:**

> I'm hoping that you guys got all that because I won't be repeating myself.
> 
> But in all seriousness, if at any point in the story you're confused or don't understand something, please leave a comment asking about it. I'll either message you my explanation, detail it in an author's note, or it will be brought up in future chapters.
> 
> I'm about 97% sure that there are no plot holes and that this story is water-tight, but I might not explain all of the reasons behind certain decisions as well as I could so it's very important that you ask about it. For my peace of mind, I'd appreciate it.
> 
> **Chapter Seven: _Acid Test_**


	7. Acid Test

**Summary for the Chapter:**

> The implications were slow to register. Mantle read over it once, twice, then blinked hard and did it a third time. His mouth opened in shock, but otherwise, there was no outward reaction. He froze.

"If you bounce that ball one more time," Rook said through clenched teeth, eyebrow twitching, "I will be forced to take it from you." His grip on the pen was so tight that Rook's knuckles were aching and the pen itself was groaning in protest. How it hadn't snapped yet was beyond Rook.

Ben paused the steady bouncing. He was surprised, but only for a moment, as he looked his partner dead in the eye, smirked, and bounced the ball hard against the wall again.

Whoever had given that ball to him was ruined, but not nearly as much as Ben was about to be.

In a split second, Rook was on his feet, dropping his notebook and pen on the bed to swipe the ball from midair when Ben went to bounce it again. "It really was not a request," he stated with a pointed look at his unimpressed partner. "You may have this back once I am finished detailing our report. Is there anything else you would like for me to write down?"

Folding his arms over his chest, Ben made a show of pouting as he stuck his tongue out at Rook childishly. "Yeah. Write that Rook is a jerk who won't let his partner have fun, even though this room is  _literally_ the most boring place I've ever been stuck." He kicked his legs up, falling back on the peranite bed dramatically.

Of course, the bed was crystal, and the pillow provided didn't do much to shield his head from the feeling of impact. Rook bit back a small chuckle as Ben grumbled in pain, rubbing the forming bump. Karma was sweet.

Rook put the ball down next to his things, satisfied with the peace and quiet settling over them. The room might have been boring, what with only featuring two colors, but Rook thought that it was the ideal place to work. They were only on Petropia for a job, after all, as much as Ben liked to ignore that little detail.

"Here. I have written down what I can remember from our visit to the middle-class city, Circe. Feel free to add what you like." Carefully, Rook tore that page from his notepad, offering it and a second pen to Ben before sitting back down on his own bed.

The grumbling stopped and Ben sat up, running a hand through his hair wearily as his eyes barely skimmed Rook's neat, prim handwriting. "What, you mean that second city we visited? Before Terces? But that place was so  _boring_!" His voice tilted up in a high-pitched whine as he fell back against the bed again, clearly not having learned his lesson if his involuntary wince was any indication. "Why do we have to be so detailed, anyway? Can't we just give the Plumbers a thumbs up or green light or something? We could be doing a million things other than writing a report, Rook. We're on another  _planet_. Why not leave the homework for later?"

"If I do," Rook replied without looking up from his notes, "I may forget something crucial. I want the full report to be as complete as possible, which means that I require your input. It will not kill you to spend a few minutes writing."

More unhappy grumbling came from his partner, but Ben made himself comfortable and started filling out the page. It gave Rook about two minutes of blissful silence before Ben crumpled the paper into a ball and tossed it back over to him. It caught Rook on the cheek, rebounding to rest neatly at the foot of his bed. He sent a displeased glare towards Ben, but the human had already closed his eyes and folded his hands behind his head, relaxing into the perfect picture of spurious serenity. Ben held himself still, only allowing a faint smirk as he heard Rook sigh in defeat and open the paper.

At the top of the torn page, there was Rook's writing:  _Describe what you learned from Terces_ , he had asked.

If nothing else, Ben had provided, in the form of a cramped, sloppily-written list:

* * *

–  _propaganda of me, prob spread thx to head honcho  
_–  _ppl are rly easily spooked™  
_–  _not allowed to have credit, just food stamps  
_–  _ppl r def. being snapped by the illuminaughty  
_–  _talked to a guy who lowkey lost his lil bro (was vry sad)  
_–  _also old woman w/ lived thro a kidnapping n escaped  
_–  _disappearances tie in with some sort of sick?  
_–  _maybe more, but i dont remember (shrug emoji)_

* * *

A grimace was on Rook's face the entire time that he spent reading through that. He had learned something very valuable that day: that Ben wrote the same way that he texted and also, that both were equally unintelligible. Assuming that any of the cameras Argyle had in the room could make out what had been written and that a Plumber on the planet could read English, they would never be able to understand it. Rook barely grasped it, and his comprehension was only possible because he had been forced to suffer through Ben's slang and unfunny jokes and bad grammar and poor spelling for over a year.

"I see," Rook said aloud once he'd finally digested the information. Ben cracked an eye open, glancing at him with a supremely smug smirk. "Very illuminating. I will make sure that Magister Tennyson hears of this once all of the paperwork is filled."

"Sweet," acknowledged Ben with a tilt of the head. He sat up, grabbing the edge of the bed and swinging his legs over the side. While he talked, he kicked them gently back and forth. "You can take a break now, right? I think that we're getting our breakfast rations soon. I mean, assuming that Warden Mantle remembers we're here. Plus, I wanted your help with something before he got here."

Now, why couldn't he have put  _that_ on the paper instead of incomprehensible garbage? Rook bit back a sigh, begrudgingly folding his report away to be completed later. Likely, when Ben went to sleep. "Is it anything serious?"

Ben paused with his hand in his pocket, hesitating. "Uh,  _maybe_? I'm not sure if it's important or not, but..." He drew out the water bottle from the day before, holding it up for Rook to get a good look. "I've been trying to open it, see?" He pointed to the top as if trying to highlight burn marks or scratches, but the peranite looked as pristine as ever. "But," Ben continued, oblivious, "I guess I'm not strong enough. I heard from some of the locals that the water isn't…  _great_ quality and I wanted you to scan it with your Proto-Tool and see what's in it. Because unless this planet has issues with smog and pollution, it should be pure H2O, right?"

Considering it, Rook was silent, but he soon nodded and stood up. "That is sound logic. I should be able to open it, if I may?" He held his hand out and caught the bottle when Ben tossed it.

Rook grabbed his Proto-Tool from where it rested against his bed, having been taken apart and thoroughly cleaned the night before, the way that he always cared for it. It clicked snugly into place against his back, shifting into a blaster that rested daintily on Rook's shoulder. He adjusted the settings on the side, increasing the intensity and longevity of the blast and narrowing it to a single focus point. Now with a defacto laser ready to fire, Rook gestured for Ben to scoot closer to the wall as he held the bottle up towards the far wall. Just in case this went horribly wrong, he would prefer that Ben not be caught in the blast, what with his flammable clothes being the only viable thing in the room that flames could use as fuel.

With a neat shift of his torso, the laser fired and sliced smoothly through the top of the bottle. The good news was that peranite conducted neither heat nor electricity. The water inside had begun to boil from the heat, but Rook didn't feel it. Unfortunately, his little trial had left a part of their wall melted, but that was a problem for another day.

" _Voilà_!" Rook announced with a grin, turning to Ben as he neatly slid the severed top of the bottle off.

His partner chuckled, leaning forward to grab both pieces. "Wow, I'm impressed. You actually used that phrase correctly," he joked. Ben ran his thumb over the lip of the broken bottle, absently feeling the grooves that had formed when the melted material quickly hardened. "You  _do_ have a scanner in your Proto-Tool, right? I don't want to drink this and then find out after that it's toxic to humans."

The notion that Ben would have even  _considered_ drinking water that he received from a stranger in a city reputable for housing criminals was almost surprising to Rook. Almost. But then he glanced over his partner and decided that, yes, Ben Tennyson would most definitely do that if he had no other way to measure the water quality.

Once the Proto-Tool had finished cooling itself off, Rook detached it from his shoulder plate and easily transformed it into a scanner. "Of course I do," he replied matter-of-factly. "No Plumber should ever be without one." That made Ben roll his eyes, but he remained silent. Rook held the scanner up over the opened bottle, pulling it back once he had a good reading.

The results took a minute, but the analytics made Rook frown. "Interesting," he remarked, although the proper adjective was closer to, ' _concerning.'_  "This says that while the contents are 99% H2O, there is an unknown chemical component. I have never scanned it, so I could not say what it is, but…" He trailed off.

"But we should definitely find out," Ben finished. His expression had gone from playful to severe at a snap of the fingers. "Can we ask Mantle? I mean, maybe the scanners in the lab here can give us a better report. If it's from this planet, they've probably seen it before."

"A good idea. But I thought that we were not supposed to confide in Mantle for things like this." He gestured to the results on his scanner for emphasis. "I am not convinced that he will even agree. Regardless, you can be certain that Argyle will hear of this. Whatever  _this_ is, at any rate." Rook shrugged helplessly.

The statement, truthful though it made be, made Ben's face crease with displeasure. "Well, yeah, I just… what other option do we really have? Those results are a jumble of numbers and letters. We need something to translate it into English for us since your scanner can't. And besides…" Ben narrowed his eyes, gaze turning dark. "I'm willing to bet that Argyle is already well-aware of…  _this_."

Now it was Rook's turn to grimace. Despite the evidence, he still didn't like the idea of Argyle being the perpetrator in all of this. He was a Magister, after all, a very well-respected rank for a Plumber. Rook didn't like accepting that someone who shared the same title as he could also be so corrupt and vile. Ben had mentioned an illness affecting the people, and if this chemical turned out to be something dangerous, it had already been consumed by every citizen of Terces. More, depending on how far the bottling company distributed rations.  _This_ , as they were calling it, could quickly become a disaster on a global level.

Unwittingly, Rook gave a curt nod. "Right. There is not much point in pretending when we should be fixing this catastrophe."

That got him a smile from Ben as the hero climbed to his feet. "That's the spirit," he joked, clapping Rook on the shoulder with his free hand. "C'mon. We passed the lab during the tour. Let's see if we can find it." He gestured for Rook to follow, already starting towards the door.

"Were we not planning to wait for Mantle?" Rook protested though he had already trailed along after Ben.

The human shrugged dismissively, a familiar smirk replacing his downtrodden look. Rook didn't want to admit how much that relieved him. "Doesn't matter. He'll find us as long as we're still inside the base. It's not like they can actually keep us here." He held the Omnitrix up to the room's scanner and the door slid open with a smooth whir. If it were possible, Ben's grin widened. "See? C'mon, the sooner we get there, the sooner we get our answers."

Their partnership was rubbing off on Rook in all the wrong ways. His concerns vanished as easily as flicking his wrist and he found himself, albeit only slightly, sharing Ben's smile. "Lead on then,  _'Hero of Heroes.'_ "

Hearing one of his many superfluous titles, Ben rolled his eyes good-naturedly. He slipped out the door, with Rook closing it behind them. It might buy them an extra second, which they could need if Mantle wasn't feeling very cooperative. Especially after Ben's outing in Terces the day before.

Finding the lab didn't take as long as Rook had been expecting. As it turned out, Ben's strategy of "follow the people with lab coats and a look of superiority," worked fairly well. Before long, they were rounding a corner to find pristine, glass-like sliding doors, the room beyond filled with to the brim with sterile white and steel.

"We found it," announced Rook, stating the obvious. "Now what?"

Ben paused, glancing behind him as though expecting Mantle to barrel down the hallway going full speed at any moment. "I'm not sure. To be honest, I didn't think we'd get this far," he admitted. "But how hard can it be? Just act like you belong and they won't question you."

Deadpan, all Rook could muster was a raised eyebrow. "You are Ben 10," he remarked dryly. "I imagine that there will be  _many_  questions, regardless of your behavior."

But Ben had already started forward, tuning his partner out. He tried the Omnitrix on the door's scanner and, to the surprise of both of them, it slid open with a barely audible click. Ben grinned, shooting Rook a thumbs up before starting inside. The Revonnahgander could do little more than sigh and shake his head before following after.

As predicted, Ben hasn't taken more than five steps before someone moved to block their path. "Excuse me," the woman said condescendingly as she adjusted a thin pair of spectacles. "Do you have  _permission_  to be in here, sirs? We're very busy and we don't need any  _unforeseeable mishaps_  to interrupt our delicate work." The evident note of disdain in her expression said that she was well aware of Ben's "less than by the books" reputation when it came to safety.

"Of course I've got permission." Ben rolled his eyes playfully, holding his wrist out to display the Omnitrix. "Permission to do what I want, right?" It was supposed to be a joke, but his smile fell when the Petrosapien only narrowed her eyes.

She laughed mockingly, reaching out to gently force Ben's hand back down to his side. Abruptly, the laughter stopped. "Not universally. For the lab, I'm afraid that you need  _real_ authorization. You understand." Firmly, she gestured for them to step back, towards the doors that they had come through a few seconds ago.

"They have permission," a voice interrupted them. All three focused on the newcomer. Igneous stood there with a look of exasperation on his face. "Corporal Mantle has given them access to the lab, so long as an authorized individual can keep an eye on them." He managed a tight smile. "So, here I am. Don't worry, Constanite, I'll make sure they don't wander into the test areas or something."

There was a pause, then she let out an unimpressed huff. "I'm on my shift, cadet. It's  _Professor_." But she had a smile on her face, giving Igneous a meaningful look before adjusting her glasses once more and turning back to her job. "So long as nothing breaks, I won't refuse the Corporal."

The few other scientists who had been watching similarly looked away. Holding back how impressed he was, Ben turned to the cadet with his jaw unhinged "Why did you do that?" He asked, eyes big. "You didn't have to and Mantle'll have a cow when he finds out. How come you're helping us?"

Igneous shrugged. "If it's all the same with you, after the way yesterday went, I'd like to keep some secrets to myself. You don't have to trust me if you don't want to, but that'll probably only buy you five minutes until Mantle works it out and gets here. So, whatever it is you two wanted to do in the lab, I'd do it soon. I may be able to keep the ladies at bay, but I doubt my charm will have much effect on my superior." He winked at Constanite when she tried to sneak a glance at him. Her only response was to duck her face and skirt to the room over.

Before Ben could reply, Rook beat him to it. He gave a brief nod. "Thank you. We will be finished quickly." He took the open water bottle from Ben's hands, leaving Igneous waiting by the door as he crossed the room to one of the less-impressive devices in the lab.

Already familiarized with the technology, Rook took one of the clean microscope slides waiting by the side and carefully dropped a bit of water onto it. The water bottle was unceremoniously shoved back into Ben's hands as Rook busied himself with setting up the quantum scanner.

"Okay, using your Proto-Tool, I can understand," interrupted Ben, "but how do you know how to use this lab stuff? What  _didn't_ they teach you at Plumbers Academy?"

Rook hesitated. He had never admitted the truth about his training to Ben, mostly because Magister Tennyson had requested that he avoid doing so, for his grandson's peace of mind — something about not wanting Ben to know that his partner had been decided months in advance and carefully tailored to fit his unique "needs." As a result, Rook could use scanners and trackers and batons and nets and lasers and guns and much, much more than the average Plumber. All because he had been required to. Being Ben 10's partner was a full-time commitment that demanded some of the most intensive training the Plumber academy had to offer.

He said none of this out loud. To Ben, Rook's reply was, "A Plumber is well-versed in many subjects, Ben. There is a lot that you do not yet know about me."

It wasn't technically a lie. The subject was subsequently dropped. Ben went quiet, digesting this information while Rook started analyzing. The device did the work for him, as all he had to do was insert the slide and watch while it separated and spat out results for each individual molecule. The whole process took no longer than a few minutes.

"Ah, here we are." Rook relaxed. With a flick of a few buttons, the molecular strand of his choice came into crisp clarity. Words appeared off to the side in such rapid succession that it took a moment to recognize that it was all written in Petropia's language. Another moment was spent changing the language, but then the results read clear as day. Underneath his fur, Rook felt himself pale and go cold.

For Ben, confusion hit before horror. He blinked, grimacing as he muddled through the seven-syllable words. Even without the dictionary of a chemist though, the meaning was blatant. It was obvious when Ben understood because his entire body went rigid.

"That can't be right. Tell me I'm reading that wrong, Rook." The hand that his partner had on Rook's shoulders tightened until his knuckles were white and shaking. It had to hurt for Ben, but he gave no indication of it. He only stood very, very still.

All Rook could do was shake his head. "There is no use denying what we both know to be correct," he said evenly.

The chemical name was something stupidly long and complex that obviously hadn't translated smoothly, but that wasn't what had Rook tense with anger. It was a biological chemical found only on Terces and produced exclusively by  _Congeries sicarius_. It was a name that Rook recognized faintly from Popagai's description of the Red Sleep. Evidentally, Ben did, too.

Without turning, Rook knew that the look on his partner's face would be nothing short of furious. "So what you're saying," Ben said slowly, "is that these people  _aren't_  sick, they're just being eaten from the inside out?"

Eyes wide, Rook nodded. "It does appear that way, yes."

Heavy footsteps had them turning their heads. Mantle came bursting into the lab with intention in his eyes, his usual glare only deepening as he caught sight of their hands on the machine. Like he had been burned, Rook immediately let go, but it had no effect on placating the furious corporal.

"What do you think you're doing?" He asked, marching over to them like a man on a mission. "We have a very strict schedule to keep to and with this little stunt plus what happened yesterday I've just about had it with—" Mantle cut himself off, eyeing the water bottle in Ben's hand and then the machine, still quietly whirring away. "What exactly are you using the quantum analyzer for?"

Anger was not an emotion that Ben handled well. Before he could even open his mouth, Rook clamped a hand over his face to quiet him, forcing a smile that Mantle didn't buy for a second. "We are analyzing the water resource of Terces from the bottle which Ben acquired yesterday for our report. However, our scan showed an unusual chemical component. If you would look at it, perhaps you could explain it to us? Our report will need to detail whether it is dangerous or not."

Thankfully, Rook had appealed to Mantle's two biggest weaknesses: his ego and his need to prove himself. He puffed up like a strutting peacock, stepping between Ben and Rook and forcing the two to part as he looked at the screen. "Of course I can. But this habit of sneaking off cannot keep being excused. Anyway…" He changed the language back to one that he could read, frowning as he quickly glanced over the details.

The implications were slow to register. Mantle read over it once, twice, then blinked hard and did it a third time. His mouth opened in shock, but otherwise, there was no outward reaction. He froze.

After a moment, Ben rolled his eyes, impatient. He made a sort of annoyed gesture at Rook, who only shrugged. Biting back a sigh, the hero tapped Mantle pointedly on the shoulder. No reaction. "So, is this stuff normal in your water or what?" He asked sarcastically, already very much aware of the answer.

Coming back to himself very gradually, Mantle shook his head. "No," he replied softly. "No, it's not. This is…" He forced himself to take a deep breath, straightening up as his expression grew severe. "We need to bring this to Magister Argyle's attention right away. This could very easily become a slaughter if left unchecked." He turned sharply, starting right back out of the lab at a rapid pace. Ben and Rook hesitated for a second before following.

"The traces of that chemical are really faint," Ben remarked, having to jog to keep up with Mantle's long strides. "How long can that be in the water before it starts doing real harm?"

"Not as long as you might think." Mantle sped past his three cadets, who were waiting with Tetrax out in the non-restricted hallway. He didn't spare them so much as a nod and, confused, they trailed along after him silently. "Red Sleep venom is incredibly bad for Petrosapiens. On skin, the effect might not be so severe, but because it's in the water supply, it is absorbed into every bit of the body. Over time, likely not even a few weeks, side effects will become obvious. If enough is ingested, it can permanently cripple a Petrosapien's natural ability to manipulate peranite or even their own bodies, stunting both growth and healing. And in high amounts, a person's insides will dissolve into slush."

Ben looked properly horrified. Even Rook felt a little queasy. "That's awful," the hero breathed. "Is it reversible at all?" At that moment, it looked like he might give anything for the answer to be " _yes."_

For better or worse, he received no answer at all. They kept on in silence, marching up several floors and down twisting halls. The journey itself took several minutes with how big the base was, but Rook barely noticed. His thoughts were buzzing loud enough to block out all else. He only noticed how far they had traveled once they stopped and Rook realized that they were on the very top floor. That was where Argyle's office was, after all. High above everything else, lording over them like some malevolent god.

How fitting.

Here, Mantle showed the first bit of hesitance. He stopped right outside the door, fist raised to knock and paused. A frown came to his face, as though he were weighing the options. When it looked like he was going to turn around and give up, the incredulous look on Ben's face turned to one of exasperation.

"Oh, for the love of—! Move over, I'll do it." Ben squeezed around Mantle easily, shoving his Omnitrix against the door scanner. It opened immediately, sliding up to reveal a darkened, but otherwise normal-looking, office. Mantel's protests died in his throat.

Without waiting for permission, Ben stormed in. Rook had been his partner long enough to know that he ought to follow. Tetrax was right at his heels, with Mantle hurrying after and the cadets still rooted to the spot. Given Argyle's reputation, Rook didn't blame them. The door slid shut behind them with a soft whir.

It was immediately obvious that they were interrupting. Argyle had cut himself off mid-sentence once the door opened and he was soon on his feet, furious. "What is the meaning of this?" He snapped. His eyes played over each of them in turn before settling on Mantle. "I expect better from you, Corporal. You are well aware that I requested not to be disturbed for the next hour."

Mantle couldn't even make eye contact with his superior, the shame was so great. Seeing this only seemed to upset Ben further. He held no fondness for Mantle, and yet, he positioned himself between both Petrosapiens and met Argyle's glare with one of his own.

"It's important," he said tensely, swallowing his frustration in an effort to be diplomatic. "I think you can afford to waste a few minutes on this."

The atmosphere was so heavy that it felt like the silence would never end. No one spoke, and Ben and Argyle refused to lessen their glares. It was only when the computer perched on Argyle's desk buzzed to life that the spell was broken.

" _Argyle?"_ A high-pitched voice asked. " _Who else is speaking? There had better not be someone else in the room. We agreed that communication between us was to be_ private _."_

With Ben as keyed up as he was, Rook wasn't surprised to see him roll his eyes. "Really, this is the oh-so-important thing that you're putting before your people?  _A phone call_?" He snapped at Argyle. And before anyone could move to stop him, Ben reached out and grabbed the computer monitor, whirling it around so he could look at who was speaking. "What's so urgent that you can't just hang up and..." He blinked, momentarily stunned. "...call again later?"

The alien on screen was a Nemuina, the same species as the transformation that Ben called Pesky Dust. Seeing them off of their planet was rare, and seeing them deal with another species was even rarer. Nemuinas had a bit of a superiority complex, which was to be expected, given how most every being in the galaxy feared them. No one enjoyed having their minds toyed with and Nemuinas treated other beings as little more than tools for their own amusement. Even Rook couldn't hold back the surprise of seeing one on Argyle's screen.

This Nemuina was female, no doubt. She had deep pink wings, flecked with red. Maybe it was Rook's imagination, but they looked unnatural, like blood splatters. Her skin was pale lavender, her hair buzzed short and so dark that it was almost indigo. The colors were certainly unique — even the marks on her cheeks and chin were unusual, being a deep scarlet. But the thing that stood out the most was her teeth. Her mouth was filled with purposefully sharpened canines and when she smiled, there was a noticeable recoil.

" _Well, lookie here,"_  the Nemuina trilled in a way that sent shivers down Rook's spine. She leered at Ben the way that a starving man looked at steak. "Ben 10 _? Argyle, you've been holding out on me! I've been waiting to meet you for far too long, Tennyson. Can I call you Ben? Surely we're on a first name basis."_

Ben did that funny thing that he did when he was confused and unhappy about it — furrowing his brows and holding his mouth open in a small "o" as he struggled to think of a reply. It was clear that her tone made him as uncomfortable as everyone else in the room. He never got the chance to speak, as Argyle finally snapped back into reality.

Lurching forward, he swung the monitor right back around to face himself. "It's selective disinformation, Murowa," he hissed, eyes narrowed with surprising hostility. "You didn't need to know, so I didn't tell you. Now, I will call you back later and  _I would appreciate it_  if you maintained some discretion or at least possessed a filter of some kind. Goodbye." He ended the call then and there, cutting Murowa's protests off mid-sentence.

She wasn't the first alien to want to speak to Ben, but something about her made Rook think that her intentions weren't those of a fan. And yet, she also seemed familiar. But where would Rook have seen a Nemuina before?

"So," Argyle growled out before Rook could puzzle through his thoughts, "what is it that you're interrupting me for?"

As quickly as he had been thrown off, Ben pulled himself back together. He grew serious once more. "We scanned the water that I got from Terces." Ben held up the still-open bottle, giving it a shake for emphasis. "It's laced with toxins from the Red Sleep. We thought that you should know before it — and I'm just snowballing here — causes a global death toll up into the  _millions_." His eyes narrowed. "But if that's not  _important_ enough for you, I'm sure that your people will understand."

Argyle sneered. He, unlike Mantle, was apparently unwilling to put his disliking of Ben behind. At least now they were capable of eye-contact. "Don't be smart, kid. You're not good at it." Then, seeming to realize his position, Argyle took a deep breath and looked to Rook instead. It felt like the Revonnahgander was the only person in the room that he didn't loathe to look at. "Rest assured, the issue will be handled. I've no intention of letting my people die. Now, if that is all…" He gestured to the door, sitting back down at his desk. "I trust that you  _gentlemen_ know your way out."

" _What_?" Ben sputtered, caught between being furious and being confused. "That's it? That's all you're going to say?  _Millions of people are at risk_  and you're just—!" He snapped his mouth shut as a hand clamped down on his shoulder.

"Ben." It was Tetrax, his expression severe. Even though Rook still distrusted him, he was a little concerned to see the look on Tetrax's face. It was as though he was in agony, eyes big and  _somehow_ managing to look pale. He had looked fine downstairs and Rook cursed himself for not paying better attention. "The decision has been made. If I were you, I would leave the issue alone. Petrosapiens are fully capable of looking out for our own."

Oddly enough, Rook had the impression that Tetrax wasn't talking about Argyle.

Maybe Ben had the same feeling. He slumped in defeat, sparing one last weak glare at Argyle's smirk before nodding. "Yeah. Sure," he mumbled unwittingly.

The four of them went back over to the door. Mantle, stiffer than diamond, was about to open it with his Plumbers badge when Argyle spoke up and he paused.

"Oh, and Corporal?" The Magister drawled, as though bored. "Please do learn to keep your charges under control — while I can still call you  _corporal_." He let the message hang in the air before adding, "You are all excused."

The door opened and they surged out of the room in a desperate rush. Ben still had plenty to say, but he was resigned to how things had gone. That didn't stop him from kicking the closed door behind him. "Jerk…" He muttered. Then his attention turned to Mantle.

His hesitance was obvious, but Ben reached out a hand to place on the man's shoulder. "Hey, look, I know you don't really like me, but I—"

Mantle jerked his arm as though to smack Ben's hand away. At the last second, he stopped himself, dropping his hand with a sigh. "I don't need your pity, Tennyson. My superior has given his answer and his commands. We will stick to our schedule as best we can, even if you've wasted plenty of precious time." He tried to glare at Ben but it lacked the animosity that it used to. Mantle must have felt it because he quickly turned away, trying to keep any further embarrassment to a minimum. He refused to even look at his cadets. "Let's go," came his hollow order as he took off down the hall, back the way they came.

The cadets went first, but as Ben and Rook moved to follow, Tetrax chose that moment to speak up. "I won't be coming with you today," he said to Ben. Whatever had caused his change in mood, he still hadn't recovered. In fact, in the brightly lit hallway, he looked haunted. "I'll be back tomorrow, but today, I have something very important that I need to see to. Listen to your partner and stay out of trouble."

It was that last part that made Ben scowl. He crossed his arms over his chest, turning away. "I'm not a kid anymore, Tetrax. I can take care of myself without you or Grandpa Max or Rook hovering over my shoulder. Take as long as you need, what do I care if you're here or not?" He retorted bitterly.

Neither said anything for a long, long moment. Tetrax's expression gave away none of his thoughts and, after some time, he nodded. "Of course. My mistake, Ben Tennyson." And then he left — just like that. No parting words or gestures. Ben didn't even turn to look at him.

Rook felt a strange surge of pity for Tetrax and a wave of guilt towards himself. All that interaction did was remind him that Ben would never forgive Rook if he knew the specifics of their arranged partnership. He had long held the belief that honesty was the best policy, but since becoming a Plumber, Rook had been forced to grow comfortable with lies.

That didn't make him feel any less sick about it.

"Come on," he said to Ben, placing a hand on the human's shoulder. "Today we are getting a flight around the planet and a glimpse of the state of the solar system. You should enjoy what you have accomplished for these people."

And maybe stroking Ben's ego wasn't the best decision, but when he saw his partner relax and smile, Rook decided that he could tolerate a little extra bragging for that pay-off.

"You're right," Ben agreed. "Besides, I wouldn't want you to miss out on something that could go in the report." They shared a private chuckle at the joke before Ben shrugged Rook's hand off and started forward. As he was so accustomed to doing when it came to Ben, Rook gladly followed.

**Notes for the Chapter:**

> For this fic (like almost all of my other Ben 10 works) Ben and Rook's friendship/partnership is going to get quite a bit of focus and additional depth. That being said, if it gets a little bit "shippy" feel free to interpret it that way. I thought about bringing romance into this, but this fic already has so much shit going on that I didn't feel the need to hammer it in.
> 
> Still, the interpretation is there if you guys want to see it. I might make it a bit more obvious if the idea receives positive feedback, but don't expect any kissing or a love confession. It's not going to go there.
> 
> But, hey, if this fic ends up getting some traction, I might do a companion oneshot or an alternate ending exploring the possibility. You never know.
> 
> **Chapter Eight: _Into the Fire_**


	8. Into the Fire

**Summary for the Chapter:**

> "No, that is not the problem." There was worry in Rook's voice now. Ben watched him fiddle with the controls, a tight frown on his face as he grew more frantic. "It is the FTL drive. It is a very durable component, but its temperature is much too high. If it overheats, it could—"
> 
> A crushing force threw Ben from his seat. It felt as though, for a second, his bones had turned to metal and someone had rung him with a sledgehammer.

**Notes for the Chapter:**

> As we bring Act One to a close, you guys get my longest chapter yet! Nice. I hope you guys enjoy reading this as much as I enjoy writing it.
> 
> Also, this fic got put on TV Tropes fanfic recommendations page! I don't think that I need to say how awesome that is, but I will anyway — thanks to all of you readers, so much! And special thanks to ThisIsRidiculous, who recommended DAF, and Filler, who informed me of this.
> 
> I know that I'm pretty bad at replying to comments, but I've been doing some thinking and decided that I'm going to try getting over my anxiety to do a better job at it. That being said, I'll probably only reply if I have something to add. If you guys are taking the time to leave well-thought-out comments, I feel that the least I can do is respond. 
> 
> Especially because this chapter is mostly an exposition dump. If you've got questions, I promise I've got answers.

Frustratingly, their time spent on Petropia rapidly began to dwindle. Ben hadn't realized what a difference six hours could make. The eighteen-hour days on Petropia weren't noticeable at first, but as their visit passed the halfway mark and neared the end, it became increasingly harder to ignore.

And maybe Ben was imagining things, but after his unauthorized tour of Terces and his discovery of toxins in the planet's ration water, it felt like Mantle was taking his job more seriously than ever. Given how intense he was before, it should have been impossible, but every time Ben so much as sneezed, Mantle's head would snap around to glare at him until he was satisfied. The cadets were watched, too. Friendliness was no longer tolerated and Ben couldn't help but feel guilty to see Popigai blatantly ignoring Rook — their friendship, while painful on the ears, had seemed like a good match.

The biggest drawback was that, with Mantle breathing down their necks from sunrise to sunset, Ben couldn't sneak around searching for information anymore. He might have gotten something from Tetrax, but despite the alien's parting words, he didn't come back to the Plumber base.

Waking up every morning to be told that Tetrax wouldn't be coming was something like being shoved onto a roller coaster — for the rest of the day, Ben would be caught between anger and longing. He didn't want to be treated like an idiot or to be forced to apologize for their spat (which was  _definitely_ Tetrax's fault), but he also wanted his friend back.

Rook might have been able to offer advice for the conflicting emotions, but Ben didn't tell his partner about his inner turmoil. He kept it quietly to himself.

They were allotted only seven days on Petropia. Ben thought to call Grandpa Max and ask for an extension, but with communications being monitored and no believable excuse to cover his true intentions, he decided against it.

So the days passed in a boring blur. The rest of their tour was kept safe and sanitized. It was exactly what their report required them to detail, exactly what Rook and his superiors wanted to see, and exactly the kind of façade that Ben could see right through.

The hardest part was knowing that he couldn't do anything about it. Ben was being monitored so closely that even his own thoughts felt exposed, almost printed on his forehead.

Waking up on their last day was only exciting because they were scheduled to visit Petropia's crown jewel: Central. A very aptly-named term created to describe their palace and the cluster of government buildings joined to it. Central was so massive that, though it had originally been part of Petra, it was now considered its own city despite their close proximity. The plan was to tour the bureaucratic offices and the palace before meeting the King for a brief interview for their report.

Nothing was settled on, but Ben was still working out a plan for talking to the King about the issue of toxins in the water when Mantle knocked on their door.

"Change of plans," he said when Rook answered. Ben knew that it was going to be bad when he saw that Mantle actually looked apologetic. "There's been an emergency at Central. The King is handling it, but he will be unable to make your meeting and, suffice it to say, you also won't be allowed to tour the buildings."

"That's fine," Ben interrupted before Rook could reply. Stubbornly, he crossed his arms. "We'll wait until the situation is over, however long it takes. It's for the report, you know. Can't leave the planet without finishing it."

To his surprise, Mantle shook his head. "No, your cruiser for your flight back to Earth has already been prepared. Magister Tennyson requested that you return as soon as possible and with nothing else here for you to do…" He shrugged. "Have your bags packed in ten minutes. You'll be leaving in twenty."

He started to shut the door, only for Rook to catch it with his hand and force it back. "Just a moment," Rook said politely. "What is this emergency at Central? Perhaps Ben and I could assist. And why would Magister Tennyson have told this to Magister Argyle when he is fully capable of reaching his grandson at any time?" His questions were exact and methodical. Despite himself, Ben was impressed. Rook didn't seem anything other than curious.

Regardless, Mantle wasn't nearly as taken. He clenched his jaw in frustration. "How should I know? I was only sent to tell you, and unlike  _some_ , I know how to obey orders. I've just given you two of them and, if I were you, I would consider following them." Finished with his spiel, Mantle left. For a moment, Rook watched him go, before stepping back into the room and closing the door behind him with a soft click.

Once they were alone, Ben let out a sigh. "So I guess this is it. We're being pretty blatantly kicked out." He wasn't an idiot. It was clear to Ben that someone didn't want them talking to the King. And he was willing to bet that that "someone" was Magister Argyle.

"Yes, we are," agreed Rook with a smile. "But there is nothing preventing us from coming back. If I recall, it was Magister Argyle himself who invited us for a "friendly visit" away from any mission. Just because we are leaving does not mean that this is over."

Ben fought back a grin of his own. "No. Actually, it feels like I'm just getting started."

The tense atmosphere that had been hanging between them for a few days dissolved. Rook crossed the room to his bed, fluffing the pillows and smoothing the blankets into place. "You ought to "get started" on packing. I will not be turning the ship around if you forget one of your uniform shirts."

"Hey, for your information," Ben snarked back, even as he moved to do as told, "all of my shirts are different and they are all equally precious to me."

That got him a snort and an eye roll, but Rook said nothing and they lapsed into silence while they worked. Neither of them had packed much so it didn't take long for Rook to fold everything of his away and then lecture Ben for shoving everything into his bag without distinction. And that, inevitably, led to bickering back and forth while Rook unpacked all of Ben's things and then folded them properly and put them away in half the time.

The lesson was probably meant to be that it was more efficient to do things correctly the first time, but all Ben got out of it was that Rook would never stop nit-picking him. And it was kind of touching. Not that Ben would ever admit it.

"Is that everything?" Rook surveyed their room one last time as he took hold of his compact suitcase. There was a pause. "It will at least be nice to see a bedroom made with more than one material again. I find myself missing the texture of wood, which ought to be worrying. I have never longed for a building material before."

Ben laughed. "Really? By day three, I started missing  _plaster_. Guess that's what happens when you grow up in the suburbs. It'll be great to go back to a twenty-four hour day. Not to mention private showers and changing weather and edible food..." He let out a fond sigh.

Their reminiscing was cut off by another knock at the door. This time, Mantle opened it without waiting for their permission. "Let's go. No sense in dragging it out."

Automatically, Rook started forward, but Ben hesitated. "...Is Tetrax here?" He asked.

There might have been a flicker of sympathy on Mantle's face. If there was, it was gone too soon for Ben to be sure. "No," he said in monotone. He stepped back, gesturing them both out in front of him. "We can't afford to wait for him, either. Our Sun's proximity makes take off and landing time-frames very narrow."

Whoever said that swallowing pride was difficult had obviously never faced the burden of unwarranted disappointment. Ben struggled for a moment before giving a single nod. "Yeah. Alright. Come on, Rook, we'd better get going."

It looked like Rook was going to say something — maybe offer comfort — but one look from Ben kept him quiet. They left the room in silence, the door sliding shut being them with a foreboding click.

The walk to their ship was, for Ben, a single-minded process of putting one foot in front of the other. Despite all of the evidence to the contrary, a part of him had hoped that Tetrax would at least be there to see him off. But he had asked not to be treated like a child — he couldn't be upset for getting what he wanted.

After many scanners and sliding doors, their group of three finally stepped out onto the base's airstrip. The Plumber-standard cruiser that Rook had used to get them there a week ago was waiting in prime condition, exactly as they left it.

To Ben's befuddlement, Magister Argyle was waiting by the lowered docking platform. He stepped forward to meet them, taking Ben's hand and giving a firm shake. "I might not be what you would consider a fan," he said with an easy smile, "but it truly has been an honor to have you here, Ben 10. On behalf of Petropia, I hope that you'll visit again soon." He let go of Ben to shake Rook's hand. "It certainly has been an experience, Rook. You are young, but after seeing you work so hard this week, I can see why you've been promoted to Magister so quickly. I wish you both well on your flight home." For once, his enthusiasm wasn't so blatantly forced.

"Wow. Thanks." Ben didn't smile, but he relaxed ever-so-slightly. "Sorry that we got off on the wrong foot. This whole visit has been kind of…  _tense_ ," he explained sheepishly.

"I completely understand." Argyle held his hands up placatingly. "We don't have to be friends for me to respect all that you've accomplished. I only hope that, despite my poor attitude, Petropia's progress speaks for itself in your report."

Pleasantly confused, Ben and Rook shared a hapless look. "Of course," the Revonnahgander said as he turned back to Argyle. "You need not worry, Magister. Petropia more than meets Plumber standards. Our report, barring any minor details, is nothing short of a glowing appraisal. The Magistrata will be most pleased to see the progress you have made."

There was a chuckle from Argyle. "Progress made because we had you to inspire us," he said to Ben. "I won't take up any more of your time with conversation, though. If you would, please?" He gestured to the platform, looking to Ben and Rook expectantly.

The two didn't move at first, but after a beat, Ben was the one to steady himself and stubbornly start forward. He didn't need Tetrax to say goodbye. He was perfectly capable of leaving the planet by himself. Well, admittedly, he needed Rook to fly the ship, but other than that, he was capable.

At the top of the platform, Ben paused and turned around. "Bye, Mantle," he called, waving. "It's been real. Tell your cadets that I said "bye," would you? And that I know they can make it big in the Plumbers if they keep working at it."

Mantle said nothing. He blinked and, right as Ben turned back, lifted his hand to return the parting wave. Rook activated the mechanism to retract the platform and a moment later, the sight of the blue planet was cut off and its two visitors were alone.

It was weirdly nostalgic to be surrounded by steel and the hum of motors. It had only been a week, but Ben ran his hand over the polished wall and took in the sterilized smell of a new starship — like bleach and ionized particles. He really had missed this. He hoped that when he got to Earth, it was raining. It turned out that Petropia wasn't hot enough for frequent rainstorms and he missed the thrum of water beating on the roof. He even missed the wind.

"Alright, let's get out of here," Ben sighed as he collapsed into one of the passenger seats. He slung his bag haphazardly on the ground. "I've seen enough blue crystal to last  _at least_ two lifetimes."

"Agreed." Rook set his things down more elegantly before sliding into the driver's seat. "We should arrive on Earth in an hour or so, assuming that we make no stops. After that, Magister Tennyson gave us the day for rest and we will return to regular patrol tomorrow." He gave Ben a smile over his shoulder before turning back to the controls. "You can once again enjoy smoothies that do not have minerals and rock fragments in it."

Reclining, Ben folded his arms behind his head and gave a faint chuckle. "Good. I was getting sort of sick of picking crystals out of my teeth."

Rook laughed. The sound felt good to hear and even better to know that Ben had caused it. He felt so at ease. As much as he wanted to help the people of Petropia, it would be great to get home and relax for a little while. All of the sneaking around and lying had been grating on Ben's last nerve.

The ship's console beeped as Rook scanned his Plumber badge over it, starting it up. Immediately, the bridge was flooded with light from the dials and controls. A steady beeping started up from one of the monitors and the engined hummed to life.

"Hm. That is…  _unusual_ ," Rook remarked suddenly.

From his seat, Ben let out a vaguely interested hum. "Something the matter, buddy? We can probably get repairs here if we need them." There was an unpleasant clench in his gut, though. Wasn't their ship brand new when they got it? How could it be broken from sitting around in a hanger for a week?

"No, that is not the problem." There was worry in his voice now. Ben watched Rook fiddle with the controls, a tight frown on his face as he grew more frantic. "It is the FTL drive. It is a very durable component, but its temperature is much too high. If it overheats, it could—"

A crushing force threw Ben from his seat. It felt as though, for a second, his bones had turned to metal and someone had rung him with a sledgehammer. Everything went white, then suffocatingly black. He couldn't breathe or hear or see. His eyes were wide open but no images registered. Then he felt the heat.

Had the breath not already been knocked from his lungs he would have choked on it. The heat rushed around him like a breeze and he felt his skin prickling and burning. The smell of it was thick and bitter. It left an unpleasant taste in his mouth that stung all the way to the back of his throat. The world was spinning, shaking him, and something was crushing him into a tight ball. Ben could feel his knees digging into his chest, his hands by his feet, his head hanging between his thighs. It was too hot — he couldn't breathe, not when he could barely remember how to swallow. His mouth had gone drier than sandpaper but his eyes were damp with tears. The pain hadn't registered yet. Vaguely, Ben felt the skin on his arms cracking and flaking. Had he been aware of reality, he might have been worried.

The black veil over his eyes lifted. The ground came rushing up as burning light hit him and Ben met it with a pained groan. Everything stopped. Near him, he heard Rook coughing and struggling to breathe. It wasn't long before Ben had joined him. Smoke burned his eyes, making them water too severely for him to see through. Rubbing them made it worse and his arms were in too much pain for him to hold them above his head for very long. The pain worked deeply past the skin, easing its way into his muscles and further, sunken into the bone. He felt like he had died — and Ben had experienced death enough times to know what it felt like. He sucked in a desperate bid for air that made his throat clench shut.

He convulsed, twisting onto his hands and knees to heave over the ground. His own fault, really, for trying to force in so much air at once. Ben's body shuddered and he felt an all-too-familiar hand patting him on the back. He forced the last bit of clogged dust and clumps of spit from his throat. When he brushed his hair back, it was singed and covered with black ash, but at least Ben could see again.

"Tetrax?" He wheezed without needing to turn around. An answering hum told him all that he needed to know. "How… why…? What happened?"

"No time to talk," a female voice answered from near where Rook had landed. Ben blinked hard at her, but even taking in to account how blurry his vision was, she wasn't familiar in the slightest. "They will soon realize that you didn't die in the explosion. We can't stay here. Can either of you walk?"

Ben only shook his head no. In a few minutes, maybe, but the world was still sideways and his ears were ringing loud enough to give him a headache. That was a bad combination for walking. It looked like Rook hadn't fared much better. His fur was singed badly around his face and, though he had gotten his breathing back easier than Ben had, he was shaking so violently that it looked like he was in the middle of an earthquake.

"Sorry about that," Tetrax muttered with surprising sympathy. He knelt down to place a hand on Ben's shoulder. "We should have gotten you out sooner but there wasn't any other opening. Well, not one that wouldn't draw their attention even faster, anyway. I forgot how fragile mammals can be. The shaking should stop once the shock fades, but other than that, the best thing you can do is probably just focus on deep breaths."

"I already told you," the woman snapped with impatience, "we don't have that kind of time. We have to get them underground,  _now_."

Her voice had an echoing quality to it that Ben attributed to the throbbing of his skull. He pushed himself up to sit back on his knees. An unexpected pain shot up his leg as he applied pressure, sending his pulse pounding in his ears loud enough to drown out Tetrax's reply.

Abruptly, he was pulled to his feet. Ben winced as he took the weight off of his bad ankle, turning to glare as best he could at Tetrax. Given how his vision was swimming, it probably wasn't that intimidating. "You can stop doing that," he remarked dryly. "I can walk, y'know." Though to be fair, it felt like he was going to be limping for a few days if his ankle was sprained like he thought it was.

"Just hold on to me, Ben, and do your best to steady yourself," Tetrax instructed him. He held out one arm and, after a moment's hesitation, Ben grabbed tight and let himself lean on it. His weight was such that Tetrax barely shifted, holding his body as still as a rock.

The strange woman was supporting Rook with her arm — Ben was glad to see that his partner was adjusting quickly. His fur had shielded him from any severe burns, whereas Ben's arms looked like he had been in direct sunlight for hours. He could only imagine the pain once the adrenaline faded. Normal sunburns were pink, but Ben had skipped right over that and gone to a bright, angry red.

"Ready?" The woman asked. Tetrax gave a nod and the two held out their free hands. The peranite that they were standing on shifted and began to sink.

Suddenly aware of their surroundings, Ben looked up at the sky as it slowly shrank away from them. Wherever they had landed, it was surrounded on all sides with peranite so that they would be hidden from view at ground level. Over one of the walls defending them, a mushroom-shaped cloud of fire and dust and debris was ebbing away. Had that been the explosion? Ben had so many questions that he didn't know where to start. Instead, he stayed silent as the planet's surface sealed itself over their heads and plunged the group into darkness.

The armor that Tetrax was wearing lit up a bright, ethereal blue. The woman must have been wearing a matching set because hers did the same. The Omnitrix kept up a steady glow at Ben's wrist, bathing him in a weak, toxic green glow. The combined light was barely enough for Ben to barely see their surroundings. Not that it mattered. In every direction that he turned his head, there was nothing but peranite and more peranite.

At least it was quiet. There was only the steady grinding sound of peranite shifting as Tetrax and his ally continued to move their circular platform with wide, sweeping motions of their hands. Ben took the opportunity to focus on grounding himself.

There had been an explosion. Rook had said that the FTL drive was overheating. That should have been impossible. Petropia had cool weather most of the time and the ship had been in a darkened hanger all week. For the moment though, Ben shoved this thought away.  _How_ the explosion happened could be explored later.

There had been an explosion, which Ben and Rook both survived. His memories of the event were blurry but it was clear that they were only alive because Tetrax and his friend had pulled them away from the blast, protecting them from the heat by encircling them with their peranite bodies. It wasn't air-tight though, which explained how Ben had gotten ash in his hair and burns on nearly every bit of exposed skin. Thankfully, his face felt fine. Then again, it had been between his legs and protected by his arms. The sprained ankle must have happened during the rushed landing. Ben attributed his headache and his disoriented hearing and eyesight to a side effect of being near the blast.

There had been an explosion in the middle of a Plumber airstrip. They weren't at the Plumbers' base now. That meant that they weren't getting back to Earth, weren't handing in their report, weren't reporting for duty. So Ben and Rook would be reported missing. There would be a search of the debris for bodies. And when the Omnitrix wasn't found, even assuming that the lack of corpses could be overlooked, it would be obvious that they were alive.

This time, when Ben shuddered, it wasn't from his body's shock.  _No wonder Argyle had been so nice and polite._

The ground shifted abruptly as their direction changed. Ben almost fell over. It wasn't that easy to balance on one foot with the ground moving. Instead of going straight down, now he could feel them heading more towards the left.

"Where are we going? Tetrax?" Ben asked. It didn't feel like a tunnel was being carved. It felt more like they were following a path that had already been laid out for their use.

There was silence for a moment. "Somewhere secure," he replied finally. "I haven't been entirely truthful with you during your visit, Ben. I know that I haven't done much to earn your trust, and I'm sorry for that, but believe this, at least: everything that I do is for the good of Petropia. If my methods are questionable, trust that my intentions are not."

Ben swallowed thickly — quite an accomplishment with how dry his mouth was. "...I don't know if I can," he mumbled. "What else have you lied about?"

A laugh came from Tetrax but it didn't sound cheerful. "Too much, Ben. But some things, I'm simply not authorized to tell you about, even now." Their descent slowed then. A twist of the hand from both Petrosapiens sent them creeping directly forward. The scenery and the lighting didn't change, but Ben had the instinctive, gut-feeling that they were nearing the end of the tunnel system.

"Not authorized? What are you talking about?" Ben couldn't keep the frustration out of his voice. "I thought that we were done with the secrets and codewords. Is there someone that you've been reporting back to for  _all_ of this?" It was mind-boggling for Ben. The entire time, had Tetrax really been following someone else's orders?

"I'll explain what I can soon, Ben. I'm not asking for your forgiveness, just your understanding." Tetrax had a scowl on his face that made his earnesty difficult to believe. "My methods have never been moral, but since we first met, have I ever acted with true ill-will towards you?"

As frustrating as it was to admit, Ben begrudgingly nodded. They had known each other since he was ten years old. That was seven years now, longer than Ben had known most of his allies aside from Grandpa Max and Gwen. Their first encounter hadn't started off too friendly, but looking back, Tetrax had been going easy on him. Had he really been wanting to hurt Ben, it would have been child's play. No pun intended.

"That doesn't mean that you don't have a lot of explaining to do," he insisted. "How much do you know about what's going on here?"

"Not a lot. That part was truthful," the woman added with a chipper voice. "We were just as clueless as you a few days ago, though you've been of great help, Ben. Oh, here we are!" She dropped her hand and the platform slid to a stop. The oppressive darkness was sharply cut off, revealing an enormous cavern that extended further than their dim lighting could reach.

By that point, reality was back within reach. Ben took a shaky step forward, limping on his bad leg, but he refused to hang on to anyone for support. The others were kind enough to let him force himself forward, saying nothing as Tetrax led the way. The cavern appeared to be featureless but the woman stopped them some ways into it. With a wave of her hand, four peranite platforms raised from the ground for them to sit on. It felt incredible to take the pressure off of his ankle, but Ben refused to admit it as he swallowed a pleased sigh and sank into the closest seat.

That got him an eye roll from Rook, who took the spot nearest Ben. There wasn't a lot of room for first aid supplies in his armor, but Rook popped open one of the metallic pouches on his hip and pulled out a wad of tightly-wound bandages. Without a word, he gently lifted Ben's leg and rested the human's foot in his lap. There was a pause where they made brief eye-contact, Rook asking for permission at the same time that Ben was begging him not to. But regardless of the hero's embarrassment, the injury had to be treated or else the swelling would only get worse. His ankle was already reddened and sore. So, with a huff, Ben crossed his arms and looked away. That was permission enough for Rook.

"I suppose we should start somewhere that you're familiar with," Tetrax spoke after a moment. Glad for the distraction, Ben shifted to face him better. He did his best to ignore Rook's touching, though it made him feel uncomfortably exposed when his pant leg had to be pushed up and his shoe and sock came off. "Ben, the last time that you saw me before this visit was a year ago, right after Petropia's recreation. This is where the problems begin."

Next to him, the woman nodded her agreement. "Right. Admittedly, Petropia has never been very stable, both in terms of economics and in government. Our system isn't perfect. But when our planet came back and the buildings and objects and written records had all disappeared, the people became…  _restless_. Without the physical barriers separating everyone, it was easier to question the traditions and systems that we had kept for centuries. To keep the peace, those in power needed someone to blame it on."

Ben winced — not because of the sympathy on her face but because having his ankle strangled with gauze wasn't very pleasant. The throbbing grew more intense, but the pain lessened. "I'm guessing that that means me, huh?" He sighed, pulling his foot from Rook's grasp and dropping it back to the ground. "What did I do wrong? I didn't offend anyone for the five minutes I was here before leaving, did I? Or was leaving the wrong move?"

"No, nothing like that." Tetrax shook his head. "As Sybil said, they needed someone to blame. It didn't matter what you had or hadn't done. You brought this world back, so if it was imperfect and incomplete, then it must be your fault. With a name as big as Ben 10, it made for a popular scapegoat. The people's hatred for you spread like wildfire. Back then, in all fairness, I didn't give this the attention that I should have," he admitted. "It didn't seem important. But at the center of fueling this movement against you was an ambitious Plumber officer with his sights set on Magister. You know him well by now."

The rest of the bandages were tucked away. While Ben got his other shoe back on, Rook hummed thoughtfully. "Magister Argyle. I can see how this would give him a loyal following, but how would it have assisted him in becoming Magister? If I am remembering your customs correctly, there is a fight for the title. It is not a popularity contest."

The two Petrosapiens shared a look. "Well, yes and no," the woman — Sybil — said as she turned back to them. "Officially, yes, it is a direct, one-on-one fight. But if you are liked by the right kind of people, certain… "actions" can be overlooked." She pursed her lips unhappily. "Sabotage, for one. Keeping your opposition from having the time to train or sleep properly, tampering with carefully-regulated Plumber meal plans, rigging the battle arena to provide yourself with hidden advantages — you name it, really. Because of his large and devoted following, Argyle had all of this and more. Patience never stood a chance once he decided that he wanted her position." She shook her head sadly.

Personally, Ben wanted to hear more about Patience. He hardly knew anything about her and it felt like a big piece missing from the story around Argyle. He started to ask, but Rook beat him to it.

"That is all very fascinating," his partner said with a hint of impatience, "but what does that have to do with what Argyle is planning? Assuming that you even  _know_ what he has planned." There was a hint of bitterness in his tone and written plainly on his face. Rook was grimacing like he was smelling something particularly putrid.

Tetrax met this with a scowl of his own. "It has  _everything_ to do with his plans. He is responsible for the sickness spreading around this planet and the disappearances of millions. Becoming Magister put him in the ideal position to do it, though we have reason to believe that he's been planning this for months or even years before."

"And that's another thing!" Ben cut in. "Who's this "we" you keep talking about? You said that you're part of some kind of group, but what's it called? What's your goal? Your leader? I'm assuming that we're supposed to be recruits—" For emphasis, Ben gestured between himself and Rook, "—but I'm not going any further than here until you tell me what I'm signing up for. I had to learn that lesson the hard way."

Silence. Sybil hesitated, lips parting, only to frown. She reached over to place her hand on Tetrax's shoulder, but at the last second, he shifted, causing her to drop her arm back to her side with an unhappy huff.

"We call ourselves  _Arkein_ ," Tetrax told him slowly. "Our group's main purpose is in opposition to both Argyle and our current government. The King... I'll be honest, at this point, he functions as little more than a puppet. He's an extension of Argyle's will. The same applies to all of our officials, including every member of the Councils. We seek to stop the crimes against our people and have Argyle either executed or placed in a Null Void prison. After that, we want to redo our system of government. Nothing is settled on yet along that vein, but…" His mouth twitched up into a smile for the first time since they entered the cavern. "...I have been looking at a system that's more  _human-based_."

Despite himself, Ben smiled faintly. "Really?"

"It can't be any worse than what we have now," Tetrax replied with a snort. "But all of that is for the future. We didn't bring you both here to discuss "what ifs" and hypotheticals."

"It  _was_ hypothetical," said Sybil, cutting him off, "until a few days ago. By barging into Argyle's office, you inadvertently turned up a major piece of evidence. Tell me, did either of you recognize the Nemuina that Argyle was talking to?" She leaned forward, eagerly awaiting their answers.

The question was odd to Ben. He shook his head. Next to him though, Rook hesitated. "She is familiar," he admitted warily, "but I could not tell you where I recognized her from."

"I can tell you." Reaching for a collapsible part of her suit, Sybil extracted a screen, not unlike the iPads and tablets that Ben saw back on Earth. For Petropian technology though, it was remarkably low-tech. She touched the screen, lighting it up and displaying an image of the same Nemuina that had been talking to Argyle. The alien writing was indecipherable, but Ben recognized a mugshot when he saw one. Sybil grimaced. "Her name is Murowa, as you heard. Less than a year ago, when Incarcecon was emptied out with the goal of locking Vilgax the Conqueror there in solitary, all other prisoners were moved to different locations, spread across the galaxy. Several took the opportunity to escape, unfortunately. Murowa was one of them."

It wasn't surprising that some prisoners had used the opportunity to run, but Ben couldn't help the turmoil swelling in his chest. Yet another piece of his past had come to bite him in the ass. True, he hadn't touched on prisoner transfer at all, but he had let Vilgax escape from Incarcecon, so all of it had been for nothing. As if sensing his upset, Rook gave his partner a sympathetic glance. He gently rocked his knee to bump Ben's leg. It was a small gesture, but it coaxed the human into taking a deep breath as he fought back a smile.

"She was on the most wanted report. If I am remembering, her location was unknown, but suspected to still be in this galaxy," Rook said. "What was she arrested for? It must have been deserving of more than a lifetime sentence to end up in Incarcecon."

Tetrax was the one who answered, his expression severe. "Multiple counts of trafficking other lifeforms for the sake of experiments. She is a genius comparable to the Galvan and Cerebralcrustations, only far crueler. In one instance, a Vulpimancer that she was experimenting on was cut open and each organ was systematically removed until it died. She did this again and again in a different order on other subjects in order to find what the species could and could not live without over a period of three days." He leaned in, setting his hands on Ben's shoulders and squeezing tight. It hurt, but the hero refused to flinch. "She sells this information to warlords and anyone wealthy enough to pay for it. It's all about money for her, Ben, it just so happens that she's found a hobby that can fuel both her immense sadism and satisfy her need to constantly be learning. If she's truly working with Argyle, then all of the missing people are already as good as dead."

Stubbornly, Ben shook his head, shrugging Tetrax's hands off. "You don't believe that. If you did, we wouldn't be here," he stated, gesturing between himself and Rook.

"We have time to change someone's life. Assuming that we work quickly," Sybil cut in. She put the tablet away, placing a hand on Tetrax's shoulder as she got to her feet. "I know that you both likely still have questions and I don't begrudge you for that. But time is limited and there is something more pressing that we need to cover." She held her hand out towards Rook. "Your Plumber badge, please."

Ben had rarely ever seen Rook surprised, but his friend nearly fell over at the request. " _My—_  No, absolutely not! A Plumber is not permitted to be without his badge at any point, and willingly handing one to a non-deputized individual is in violation of  _multiple_ laws and—!"

"It's a tracking device," Sybil interrupted calmly. "More than that, it has a lot of sensitive information on it. You'll need to deactivate it."

"That is treason," Rook protested, but his argument came out faint. "I will be stripped of my status and rank and regarded as a traitor to the Plumbers. There may be no way for me to undo any of that."

For what it was worth, Sybil had a reassuring smile on her face. "I'm sorry, Rook. It's too risky for us to just leave it here. Argyle already knows too much, thanks to his access to Plumber files. We can't be handing over any more information and we can't risk leading them to us, either. Letting you keep it for this long is a risk of its own."

While they spoke, Ben had taken the opportunity to mutter voice controls to his Omnitrix. Until he knew the code for shutting off the tracker specifically, powering it down was the best that he could do. He would ask Azmuth about it the next time that they saw each other. "Wait," Ben cut off Rook's reply, "what's so important that he's got on his Plumber badge? Isn't it just, like, identification?"

Rook bit down on his lip, turning his gaze upward to avoid looking at Ben. "Yes, well… no. It functions as a computer and, primarily, a database. I take detailed notes of your behavior and abilities to consistently update your on-record file. Notes of you and…" His gaze slid over to Tetrax, "... _others_."

"Dude." Ben blinked. "That's  _so_ creepy."

The Revonnahgander shrugged. "Orders are orders, Ben." He stood up before the human could ask who, exactly, gave him those orders. Rook pulled out his Plumber badge with a sigh. "Orders have always been, primarily, to maintain and protect the well-being of all peoples throughout the galaxy. That is more important than a badge." He hesitated a second longer, then pressed his fingers to the badge's face. It beeped twice and the faint red glow faded.

Saying nothing, Sybil took the badge from Rook and dropped it to the ground. She brought her foot down hard on it, grinding it to little bits underfoot. Rook flinched, but held himself and refused to look away.

"Thank you," Tetrax said, relieved, as he got to his feet. "We should continue. It's time that you met our leader." He gestured forward into the darkness of the cavern.

Struggling to his feet, Ben carefully applied weight to his ankle. He would be limping, but walking wouldn't be a problem. He set a hand on Rook's shoulder. "You okay?" He asked quietly. "I know that being a Plumber means a lot to you."

His partner managed a smile. "Other things are more important," replied Rook. He reached up to pat Ben's hand in a " _there, there"_  gesture. "You do not need to worry. We should focus on the task at hand. Would you like any help with…?" He cleared his throat, nodding his head down, towards Ben's injury.

Almost immediately, Ben let go of his partner, leaning more heavily on the sprained ankle. "No, I'm fine, Rook. I can walk." The dull throbbing that shot up his leg spoke to the contrary, but Ben ignored it as he started after Tetrax and Sybil. Rook was kind enough to limit his reaction to a silent eye roll before following.

The cavern had seemed big before, but the more they walked, the more it felt like it was swallowing them. Save for the light from the armor that both Petrosapiens were wearing, it was absolutely pitch-black. The silence was suffocating. Ben was used to things on Earth that were constantly moving and alive, whether anyone knew it or not. He expected to hear the wind howling or animals chittering between their feet and above their heads, but there was nothing. There were only the quiet clinks of their steps against the peranite ground.

"So…" Ben broke the heavy silence some five minutes of walking later. "Are we there yet?" He didn't want to whine, but while his ankle didn't  _hurt_ , exactly, the throbbing was starting to become insistent. It would help to get the injury on ice. Walking was making it worse.

Tetrax started to answer, but Sybil beat him to it. "Actually, yes, we are!" She took a few steps to the left, touching her hands to the wall of the cave. Ben hadn't known how close they were to it and he had to make a conscious effort not to stick his hands out and try his luck at finding other walls.

As far as he cared to know, the cavern was enormous. He wasn't a claustrophobic person but Ben also didn't want to risk it.

Sybil closed her eyes, shifting to the right a little before letting out a grunt of satisfaction. The wall next to her slid open, revealing a perfectly smooth, rectangular hallway with a steep flight of stairs that led up. It was also well-lit, which was how Ben instantly locked eyes with the familiar man waiting for them.

" _You_!" The hero reached to slap the Omnitrix, only to freeze mid-way as he remembered that he had turned it off.

Conversely, Rook had no such issue. He reached for his Proto-Tool, already sunken into that exact, calculating mindset that he had when he fought. The only reason that he didn't blast the man then and there was because Sybil shot her hand out in time to stop him. That impressed Ben more than anything — the idea that someone could move faster than Rook was difficult to believe.

"No fighting, please," Sybil said with a sticky-sweet smile. "I know that you've disagreed with each other before, but that's in the past. This is my brother, Conway. He's working with us."

"Disagreed?" Ben snorted. Despite not having access to the Omnitrix, he didn't hesitate to step forward and meet the Petrosapien's glare with one of his own. "He tried to kill Rook, and me, too! His gang or whatever is the group that tried starting a fight with a group of Plumbers when we visited Terces! How does that benefit your group  _at all_?"

Rook took a step forward to be level with his partner. "I agree with Ben," he added, hand resting on his Proto-Tool and a grimace on his face. "I thought that this was a resistance effort, meant to be secret. Looking for fist fights with armed law enforcement hardly seems subtle."

The Petrosapien — Conway, according to Sybil — huffed as though he couldn't be bothered. "I do good in other ways. I was hoping to  _encourage_ the typical Plumber patrols to increase rations for the citizens, but I got you lot instead. Bad luck on my part." He glanced at his sister, expression softening ever-so-slightly. "Are you sure that these are the guys she wants to bring in? A mallet would be more subtle  _and_ smarter." He pointed to Ben specifically, a sneer on his face.

"Enough, Conway." Tetrax placed a hand on Ben's shoulder, firmly forcing him to take a step back. Though Rook looked far from pleased about it, he did the same, allowing Tetrax to step in front of them. "Her decision is final. You know that they would be invaluable and you're being stubborn just to be contrary." To Ben's surprise, Tetrax smiled. "But what else is new? You never change."

The tension eased out of him and Conway returned the smile genuinely. "Tetrax. I wondered why you didn't take part in the fight. Didn't want to lose to me again, huh?"

They clasped hands, leaning in and giving each other a half-hug. Ben had seen the same idea frequently between guys back on Earth. He thought about the awkward, full-on way that he hugged Tetrax, but with their size difference, it couldn't be avoided. Still, he frowned.

When they pulled back, Tetrax was opening his mouth to retort before Sybil cut in, annoyed. "You two can play catch-up later. She doesn't like waiting and we still have much to discuss. Should we really be wasting time on something like this?" She frowned at the two men, hands on her hips.

Conway snorted. "You're joking, right? After you saw Tetrax again, you wouldn't shut up for hours about how much you missed—" He didn't finish, as Sybil reached out and smacked a hand over his mouth.

"But that's neither here nor there," she said firmly, her face aglow with embarrassment as she gave her brother a warning glare.

"Agreed," Tetrax added in. If he cared about or even noticed Sybil's frown, then he didn't mention it. "Ben, Rook, you both need to be briefed on our upcoming operation. Your skill sets will be very helpful and I'm sure that she will—"

"Okay, stop right there!" Ben cut him off, holding up a hand. Surprisingly, Tetrax listened, looking perplexed. "Stop being cryptic, Tetrax. Tell me who this "she" is, or… or…" He turned his head to look at Rook over his shoulder, confused. "Uh, do we even have a way off of this planet right now?"

Rook considered it before shaking his head. "No. Our transportation went up in flames. Unless this resistance group has a ship, which I doubt considering how tightly-monitored all aspects of Plumber life here is, our only option would be to steal a ship from the base. And as much as I respect your abilities in battle, Ben, I do not find the odds of the two of us against a base of trained Petrosapiens to be particularly favorable."

Brutally honest, as usual, but while Ben made a face he didn't protest. His partner was making a good case. Ben had aliens capable of flight in space, but Rook had no way to survive that and he wasn't about to leave his partner in such a chaotic place without backup. "Well, in that case, tell us about your leader or we'll just stand here and not do anything useful," Ben said as he crossed his arms over his chest.

Tetrax sighed in exasperation. "I understand that it's difficult to trust us, Ben, but we—"

"It's a fair request," a new voice spoke. Abruptly, Conway skittered out of the hallway and all three Petrosapiens stilled as a female descended the stairs.

She was tall and heavily built, with biceps thicker than her neck and muscle definition that made "rock hard" feel like an understatement. Despite her imposing figure, there was a kind smile on her face that reminded Ben sharply of Gwen. And also, of something else, though he couldn't quite place where he had seen her before.

"I'm in charge of these operations. I wish that we could have met under different circumstances, but happenings out of our control forced my hand." She paused, looking between the two off-worlders and clearly sizing them up. "Introductions, then. My name is—"

"You're that employee from the museum!" Ben cried out, pointing at her. "The curator who was handling the security scans!" There was a noise of recognition from Rook, but he said nothing. "Were you the one who left that creepy voice over? Was that why you didn't tell me your name or just talk to me there?"

The woman shook her head. "In front of a Plumber agent? Of course I didn't. And, no, the speaker was not me, though it was my idea. I have a volunteer agent to thank for that, who is currently enjoying a few vacation days as a thank you for his loyalty." She smirked faintly. "You're just as excitable as Tetrax said you would be, Ben 10. I promise to answer all of your questions more in depth once we're settled in. But, for now, my name is Patience." She clasped Ben's hand tightly, giving a firm shake before doing the same for Rook.

Ignoring the stunned looks from both offworlders, Patience Stronghead turned and started back the way she came, up the stairs. Conway and Sybil followed automatically.

A grin on his face, Tetrax chuckled. "Well?" He asked teasingly "Are you both going to stand there all day or do you want to come in? Patience, despite her namesake, has been not-so-patiently awaiting your arrival."

The shock faded quickly for Ben. He nodded eagerly and grabbed his partner by the wrist. " _Sweet_! Come on, Rook, I bet this is going to be  _awesome_." Without waiting for a response, Ben started up the stairs, tugging Rook along behind him. His ankle was protesting, but the excitement made it worth it.

Behind them, the entrance was sealed shut. Tetrax didn't hesitate to follow after them.

**Notes for the Chapter:**

> For those that didn't already know, FTL means Faster-Than-Light. It's a component of starships that functions similarly to a warp drive.
> 
> Since I'm doing this story in Acts, the end of each act will feature an Intermission. How many Acts will there be? Tentatively, I'm going to say three, followed by an epilogue. I'm trying to separate everything in a way that makes sense to the plot, but it's hard to project for the future when I don't know how long this is going to be. Hell, I thought that this first Act would be just five chapters when I started. Plans change.
> 
> All you need to know about Intermissions is that they are going to feature a P.O.V. separate from the Ben/Rook dichotomy and focus on a part of the plot that either may have been glossed over previously or to introduce a point that will be coming up later. That being said, you don't have to read them to understand the plot. Intermissions are optional.
> 
> Good news for you guys, though! Intermissions are also short, so I'll be uploading them the day after my last chapter. So, I hope you like Monday updates and I'll see you tomorrow for a brief look at what Argyle's up to!
> 
> **Intermission: _Where All the Bodies Are Buried_**


	9. I: Where All the Bodies Are Buried

**Summary for the Chapter:**

> "No, not one human. We're talking about Ben Tennyson." Argyle sighed, pinching his brow. His head was made of peranite and somehow, her voice was still capable of making it throb.

The call hadn't even started yet and Argyle could already feel a headache building.

It wasn't that he  _hated_ talking to his partners, it was that… No, it  _was_ that. He should have considered other possibilities before partnering with the two most obnoxious species in the galaxy.

Their calls came in at exactly the same time. Argyle's computer, safely locked away in his private office at Plumber Headquarters, was the only one on the entire planet without a monitoring device of some kind. Still, he didn't like to cut it close. They would have only ten minutes to hash out this discussion, though Argyle got the feeling that it was going to be more of a shouting match.

There were more important things for him to worry about. The usual citizen riots in Terces had been getting out of hand ever since Ben Tennyson's visit there, tallying nearly ten a day. And speaking of Tennyson, that pest should have gone up in the explosion. A horrible accident, of course. FTL drives needed to be stored at specific temperatures but overheating could sometimes happen if correct conditions weren't maintained. It was a terrible shame to have lost Tennyson and his partner in such a painful way.

Or, it  _would_  have been, had it actually happened. Somehow, even though Argyle had personally seen them get on the ship, they had survived. He knew because that explosion had been designed to scorch them, not incinerate them. Had they survived the flames, horrible disfigurement and an agonizing future would have awaited them. Had they died, like they were supposed to, Argyle should have been able to easily find their charred remains in the burnt out husk of the ship's hull. But even after his men wasted away turning over mountains of rubble for hours upon hours, no bodies (alive or otherwise) had been located. Before, Argyle had doubted what he had read in the human's file — that Tennyson literally  _couldn't_ die thanks to that stupid Omnitrix — but this had made him start to reconsider. Which meant that the troublemaker was running around the planet without the faintest hint of supervision and all the information he needed to bring Argyle's carefully-constructed empire crumbling down.

To make matters worse, Magister Tennyson of Earth kept trying to get in contact. Argyle was avoiding him, but he could only pretend that communications had been knocked out by a solar flare for so long before suspicion rose. And if he came to Petropia looking for his grandson, well... Killing Tennyson was bad enough, but not even the most incompetent Plumbers would believe that the deaths of so many influential visitors were a mere accident.

His partners were already aware of these facts, of course. That was likely what they wanted to fight about. Argyle let out a heavy sigh of resignation before sitting down at his office chair and accepting the communication link.

" _What were you thinking?_ " Murowa shrieked almost immediately. Her voice was high-pitched at the best of times, but when she was angry, her annoying trilling sounded more like glass scraping together. " _You'd better thank whatever Gods you believe in that I'm a couple dozen light years away right now, or I'd_ skin you  _for that stunt! I've told you already, you lobotomized imbecile, I have eyes_ everywhere _! No one_ breathes  _on that crummy planet of yours without me knowing about it! If they hadn't made it out of that alive, I swear I'd—_ " What followed was lost in a jumble of incoherent and unfinished thoughts, peppered with swears and indecencies that would make any warlord blush.

When she finally tapered off, Diavik let out an amused chuckle. " _Feel better?_ " Though he was pixelated on the screen thanks to poor long-distance quality, it was obvious how pleased he was. Their "business" hadn't been doing so well recently, but Diavik had often mentioned that the drama at auctions made for a delicious meal. That was probably the only reason that he had joined the call. When Murowa was angry, it could feed him for a week.

" _Cram it, you emotional vampire!_ " She snapped back. " _Tell me, Argyle, did we or did we not_ just  _conclude a conversation about Tennyson a week ago? Please tell me that you are not actually brain dead."_

Argyle felt his eye twitch in irritation. "I remember," he said shortly, "but that was before Tennyson  _actually_ arrived here. He knows too much now. We can't risk everything for your entirely hypothetical plan. The resources that we have now are adequate. Another month or two of collecting and then we can leave. Why risk all of our hard work on someone as unpredictable as  _Tennyson_ —" The name made him sneer. "—when it would be more productive to cut his hand off and end him? The Omnitrix will fetch us an incredible price and I'm certain that someone would pay for his skin, too. Perhaps as a trophy."

" _You're in denial,_ " Diavik piped up. " _We've all seen the numbers, Argyle, and there's no way that this operation can last if we ever leave our current hunting grounds — let alone if we want to take this all the way to Andromeda._ "

Murowa cackled — the unnerving screech of a person who had lost their mind long ago and no longer cared. " _Thank you!_ " She howled. " _Not that Mr. Hard Ass over here_ ever  _listens to the reports I give him! How long have I been telling you that, Argyle? Long before you were the Magister! I've said it before and I'll say it again — we need Tennyson_ alive  _for this to work long-term, if at all. Got that? "Alive," meaning, "not blown up"!"_ On screen, the colored spots on her cheeks went from their normal red to a deep cyan with frustration. Had Argyle not been so mad, he would have laughed.

"It's never been about the money for me," Argyle quipped back. His eyes narrowed. "Why should I care what you want to do with him? It's  _my_ plan, and right now, he's a threat. I'm not throwing away years of hard work and planning on a hunch. He knows too much. That's all there is to it. You're letting your ambitions cloud your judgment, Murowa, not that it's anything new. You know what he's accomplished. Even if we could capture him, he would never stay our prisoner. He's better off dead."

She shook her head like Argyle knew she would. Murowa never listened. " _And you're being short-sighted, again! You can burn your cut of the damn money for all I care, but without it, there's no operation and you're stuck playing the nice guy for the rest of your life. We can't keep this up if you keep saying all of our assets are threats. That's_ literally  _our primary source of income._ " A dry smirk came to her lips. " _Besides, if we can capture him, we won't need fresh prisoners anymore. If we can hold this many Petrosapiens, we can hold one scrawny human._ "

"No, not one  _human_. We're talking about  _Ben Tennyson_." Argyle sighed, pinching his brow. His head was made of peranite and somehow, her voice was  _still_ capable of making it throb. "The Plumbers will follow us to Andromeda for their pet if they have to. If not, his Revonnahgander partner will, and so will that  _fool_ , Tetrax. Tennyson's a liability."

It was almost as though she was waiting for that. And, knowing her, she probably was. Murowa had peeked into his head, once, when they first met and Argyle hadn't changed much since then. " _Yes_ ," she agreed, " _so why not kill_ them _? I know you enjoy removing threats. Let me handle Tennyson. My field agents will have him out before you even have time to complain, and you get to deal with his friends at your leisure. If I fail, well, it's not as though your money or your reputation will be affected. Let me try._ "

Diavik chuckled good-naturedly. " _You might as well say yes, old friend_ ," the Pugnavore said brightly. " _Even if you refuse, you've no way of stopping her from doing what she wants. And her track record says that it won't exactly be a shot in the dark_."

Though his expression scrunched up in annoyance, Argyle sighed in defeat. Why not? If she succeeded, he still got what he really wanted, and if she failed, he would mutilate Tennyson himself. The image of what Murowa would do with the boy if she succeeded, well… even Argyle wasn't  _that_ sadistic, but he wasn't going to object or petition for better treatment.

" _Fine_." Argyle's shoulders sagged as he gave in. "I won't kill him until  _after_ you fail. Do those conditions suit you?"

Murowa grinned, cold eyes glittering as eagerly as her razor-sharp teeth. The purr that all Nemuninas had in their voice, the one that she worked so hard to repress, crept into her tone. " _Oh, they suit_ perfectly."

Had he been a kinder person, Argyle might have wished Tennyson luck in evading her. He might have even felt pity or guilt. But he hadn't been that man for several decades and he merely bid Murowa and Diavik goodbye before ending their call.

Only once he was certain that no one was watching did Argyle let a shudder of dread run down his spine. When she was done, Tennyson would be unrecognizable.

 

**Notes for the Chapter:**

> And that concludes our first act! We have some characters to get to know, a goal to reach, and our three main villains have been touched upon. What will our heroes do in the face of such impossible odds? Win, of course. All this and more, in Act 2 of DAF!
> 
> **Chapter Nine: _Add Insult to Injury_**


	10. Add Insult to Injury

**Summary for the Chapter:**

> Patience turned the projector on, displaying a checklist written in the Petrosapien language. "Our goal is simple. In two days time, we will host a small assault on the factory that mass-produces these rations for consumption. The objective is not to destroy it, rather only to destroy the process that adds Red Sleep venom and learn as much about it as we can in the brief time frame that we have."

**Notes for the Chapter:**

> I figure this isn't going to end up being my most loved fic or even a very popular one in the Ben 10 fandom, but this story is something that I'm passionate about, so it will be finished even if only two people end up reading the final chapter. I promise. Work on this started in March and I think that I'll be finished either in late August or mid-September. Update-wise, it'll be a few months more, but we'll be done before December.
> 
> That being said, as of posting this, Act Two is completely outlined! You can expect eight chapters and an intermission before Act Three, making it exactly the same size as Act One. I'm not sure about Act Three yet (I haven't outlined it) but it will probably be longer than the first two. Most likely, it will have an intermission in the middle and an epilogue to end it off. Then I have a oneshot continuation planned that focuses on Ben and Rook. I'll probably elaborate more on that in Act Three, so stay tuned and enjoy!

While he was waiting, Rook got a good look at the base where he was expected to stay for the foreseeable future. By that point, Patience had already explained that this was a small outpost designed for maximum stealth while spying closely on the Plumbers, and  _not_ their main base. Still, he couldn't help but feel that it wasn't as impressive as it should have been.

The cheap lighting was one thing, but the boxy feel of the base's entrance hadn't gone away. It was all very practical with little innovation. All rooms were square, all the hallways were rectangular, and everything was peranite. It made Rook appreciate the Plumber base a little more. At least the doors had been metal and his room had come with a multicolored blanket.

As for the recruits themselves, Rook was withholding all judgment. He had only met four of them so far and they were all untrustworthy. That included Patience, though Rook had to begrudgingly admit respect for her past accomplishments as a Plumber. He had read a brief summary of her term as Magister in preparation to visit Petropia, weeks before. He could verify from the pictures he had seen that Patience was who she claimed, but that didn't mean anything. The file had  _also_  said that Patience was killed in the traditional dual for Head Magister.

The door across from Rook's chair opened. Immediately, he was on his feet. Not noticing this, Ben left the room with a relaxed and overconfident smile on his face. Considering the state of his ankle, that wasn't something that Rook wanted to see.

"How did it go?" Rook asked as he glanced between Ben and Patience, who stepped out of the small office behind him.

Ben shrugged nonchalantly, though his smugness betrayed his real thoughts on the matter. "Pretty good. We just talked a lot about the past and built some bridges, that's all, Rook."

The idiom took a moment to sink in, but by the time Rook had connected what Ben  _said_ with what he  _meant_ , Patience was already speaking. "It's a private matter, Rook. You both can feel free to discuss it once you're alone. But I understand that all of this change has been happening rather quickly and I want to invite you both on a brief tour of the base so I can tell you where we'll be going from here."

Another tour of another base. Rook wasn't convinced that Arkein was all that different from the Plumbers, but he hadn't seen enough to settle on a judgment one way or the other. He wanted to talk to Ben but, seeing how excited the hero looked, Rook bit back a sigh and mustered up a smile. "Of course. I am eager to learn all that I can from you."

He wondered, briefly, why Patience would need to speak privately to Ben but not Rook. He tucked that away to bring up later with his partner. It didn't seem urgent if Ben's relaxed demeanor was any indication.

"That's what I like to hear! We'll begin this way if you please." Patience put a hand on both of their shoulders, nudging them down the hall and further into the base.

The boxy aesthetic stayed, but at least their tour guide was friendly. A part of Rook felt guilty about his unfair distrust towards Tetrax when they first met, so he was doing his best to be as understanding as possible. It would have been different if he were alone. As much as Rook respected and, occasionally, admired Ben, his partner was far too trusting considering all the battles he had fought. That could be a good trait sometimes, but under such shady circumstances, Rook felt that he had to be skeptical to combat Ben's eagerness. One day, rushing head-long into something that he didn't understand was going to get Ben seriously hurt and Rook wanted to delay that inevitability for as long as he could. His precaution was necessary.

"Our surveillance room," Patience said as she stopped to open a door.

The setup was surprisingly high-tech, with a large bank of computer monitors showing live footage from different hallways. The cameras were in full quality and adjustable, as the current Petrosapien watching the footage was zooming back out as they entered. He gave Patience a respectful nod, which she returned.

"Rookies take turns on monitor duty. One thing that the Plumbers are right about — I've found that it builds character and a good sense for the importance of procedure," explained Patience. She shut the door behind them. "You'll both be able to take shifts for monitor duty if you want. I wouldn't classify either of you two as rookies, but sometimes it's good for having a place to think. In all honesty, not much happens in these halls. Oh, that reminds me. We'll need to come up with something for your codenames."

Instantly, the bored expression on Ben's face gave way to anticipation. " _Codenames_? Do we get to pick?  _Please_ tell me that we get to pick." He held his hands together pleadingly.

"Oh." Rook blinked. "Codenames would explain the unusual names of those we have recently met. I was curious about that."

Patience nodded in agreement. "Yes. A few of us use our regular names mostly, but most prefer the names that they made up when they left polite society. But those aren't codes — codenames are for mission use only. It helps to keep the enemy on their toes, in case our equipment is bugged. For mission purposes, you can call me Slugger," Patience told them with a wink. "An old nickname from childhood. I never thought I would use it again, but times change. Anyway, don't feel pressured. You both have plenty of time to settle on what you would like to be called. Come." She gestured for them to follow as their tour resumed.

While they walked, Patience launched into an explanation about the construction behind the base and the benefits of its perfect, ninety-degree angles. Rook found it interesting, but Ben seemed to disagree. Not even fifteen seconds into the lecture, he jammed his elbow into Rook's side to get his attention.

"What codename do you think I should go with?" Ben asked in a whisper. "I've got nothing. It has to be awesome, you know, but also strike fear into people's hearts. The other mes in the multiverse call me "Prime," but how lame is that? It's fine when it's myself calling me that, but my codename's got to have some respect behind it, you know?" He sighed as though the decision was tragically heavy.

"Not at all," Rook replied dryly. He smirked. "I have always been partial to what Proctor Servantis called you — "The Coming Storm," "Destroyer of the Universe," "Omnipotent Monster" — the possibilities are truly endless. Of course, Gwendolyn has always had such accurate labels. Why not "dweeb," or "doofus"? No one would guess that it was you."

" _Haha_." Ben rolled his eyes. "I'm being serious, though. Do you at least know what you're gonna use?"

Rook shook his head. "No. My people are not the type for nicknames or things of the sort. I have never given one before. The closest is when I call you "partner," or "dude," but the former is more of a title and the latter is Earth slang, as I understand it."

There was a thoughtful hum as Ben tapped his chin. "Huh. Well, in that case, I guess the only  _moral_  option is to help you out. What do you say to a little brainstorming session later? We can write down some ideas while you're training and I'm pretending to be interested," he suggested brightly.

Biting back a smile, Rook arched an eyebrow in his best attempt to look reprehensive. "You could train with me instead. You will need to get used to moving with an injury and relying on other muscles. Speaking of which, we need to find ice for your ankle. And you should—" He was going to say more, only for Ben cut him off with a shushing sound, holding a finger up to Rook's face close enough that he had to cross his eyes to bring it into focus.

" _Shh_ , Rook. One crisis at a time, buddy." Ben said with a grin, dropping his hand.

Any pretense of seriousness fell to the wayside. Rook couldn't help but chuckle, shaking his head. "Then codenames it is. As long as you agree to get ice for your injury while we talk."

"Deal." Ben sealed this agreement by holding up his fist. Unlike how he would have handled it when they first met, Rook didn't hesitate to return the fistbump.

They were interrupted when Patience cleared her throat, an unimpressed look on her face. Ben had the decency to attempt looking apologetic, but he didn't do a very good job of it. "If you two have finished your side conversation…" she sighed, stopping in front of another door, "I want to do a quick look through all of the essentials. Our living block is small, mainly used for temporary stays, but it has everything that you'll need."

She opened the door, revealing a two-person bedroom about half the size of the one at Plumber base but decorated almost identically. All it meant was less floor space, but Rook didn't see it being a problem. "This is where you two will be sleeping. There's no real curfew, but don't leave the base at night. Petropia is a cruel place after dark," she warned. Then, much less serious, Patience pointed down the hall. "The showers will be down there, on the left. Food is in the opposite direction. If you're worried about being fed ration minerals, don't be. I keep my soldiers fed entirely self-sufficiently and some sympathizers up on the surface get us shipments of human food every so often. I can't promise that it will be of high quality, but neither of you will be going hungry." This is punctuated with another smile, though it felt more forced than the ones before it. Rook couldn't begrudge her for that, though — Ben had that effect on plenty of people.

"Sweet," was all that Ben said. He shoved his hands in his pockets, feigning nonchalance. "So, uh, side question, since we're on the subject of living areas. Do you guys have any clothes that could fit me? My stuff all went up in that explosion. I think that Rook could get some replacement items too, but I'm pretty sure that he wears that armor every day without issue so it might not be as urgent for him."

Rambling — one of Ben's many nervous habits. Rook suppressed the urge to roll his eyes. If he gave Ben a hard time for it, the situation would only dissolve into fiddling. "I lost repair and maintenance equipment for my Proto-Tool," he explained, gesturing to the weapon over his shoulder. "It is not anything that you will be able to replace but, if you have a weapons' area, I would like permission to visit. The Proto-Tool needs consistent care to keep it operating at its fullest."

Patience looked Ben up and down thoughtfully, giving Rook's weapon a quick glance. "Yes to both of you. I think." She tilted her head back like she was holding back a groan, placing her hands on her hips. "Rook, yours won't be a problem, but as for your request, Ben… well, the only clothes we really wear around here are armor and that only comes in so many sizes. We could probably find something custom-made through surface contacts, but it won't be happening any time soon. As I'm sure you can imagine, our resources have other priorities. But I wouldn't say that it's impossible. In the meantime, just try not to get yourself dirty." Satisfied, she patted Ben on the shoulder and brushed by them both, continuing. "Since that's settled, why don't we visit the conference room and central hub?"

There wasn't any real reason to refuse, so the two off-worlders followed. This time, there was no side conversation while their tour guide prattled on. Regardless, Rook felt more at ease than he had before. It was comforting to know that Ben was processing everything fine and was still himself. It was a partner's job to make sure that their other half was doing well both mentally and physically but Rook couldn't pretend that his behavior was the result of orders he had been given. No, he kept an eye on Ben because he wanted to. Friendship tended to have that effect, he had noticed.

They saw the more technically important parts of the base next. Even with the entire compound underground, it soon became clear how small it was. The entire complex could fit in just one floor of the Plumbers base. Still, it was functional. The main hub was a large, open room with branching hallways that led to different sections. There was the living area, training area, weapons and maintenance, a small garage, a section for handling plumbing and wiring, and one that was restricted.

"That's only for those with the proper clearance," Patience said as they passed the closed-off door. "You can consider it my personal quarters if that helps stave off your curiosity."

It didn't, but Rook kept his mouth shut and nodded anyway.

Their tour concluded back in the main hub, where other Petrosapiens working with Arkein were buzzing through during their day-to-day tasks. There wasn't any uniform for their armor, but they sported different crests that Rook assumed to be a mark of their clearance level or authority.

"That's all you'll need to know about this base," Patience concluded. "You'll both have free time until I'm ready to call a mission briefing. I suggest familiarizing yourself with the training room and the weapons' vault. If you're anything like the other recruits, that's where you'll be spending most of your time. I'll see you both relatively soon." She punctuated this with an odd salute, crossing both arms over her torso and knocking twice against her chest.

There was a moment of hesitation before Rook dubiously copied, repeating the salute. Ben followed his direction, a frown on his face. It must have been what Patience wanted because she smiled and inclined her head politely before turning and disappearing into the private sector.

Left alone, Rook and Ben weren't entirely sure what to do with themselves. None of the passersby acknowledged them beyond silent stares and, despite having just finished the tour, it felt like they were trespassing somehow. It was as though they didn't have the right to be standing there, which was ridiculous, but Rook couldn't shake the feeling of unease trickling down his spine.

"Well," he said after a moment, turning to Ben, "we should take a look at your ankle and find some ice for the swelling. Sprains are not serious as long as you do not aggravate it." He grimaced. "Anymore than you have already, at least."

The comment got Ben to stick his tongue out — rather juvenile of him — but it was nice to have his laid-back personality amongst all that had been happening. Rook would likely have been facing a burnout if they were  _both_ being unbearably stiff.

Thankfully, despite his bad attitude about it, Ben didn't protest a quick stop by the kitchen to find some ice. He was good at hiding it, but Rook wasn't stupid. He could see Ben limping with every step and he noticed when it got worse, the human's face scrunching up slightly at every step. That was a bad sign. Rook had read extensively on common human injuries and sprains weren't supposed to be that painful unless they were serious. And, a hundred thousand light-years from any surgeon who knew enough about humans to handle a surgical operation, they couldn't afford to let the sprain get any worse.

Most planets had water, luckily. Even if Petrosapeins weren't carbon-based, they still needed it, though their requirements were considerably less than a humans'. A few minutes of digging around the kitchen while Ben sat on the counter resulted in the discovery of an alien freezer which, to Rook's relief, had plenty of ice in it. He wrapped a big chunk of it in some of his leftover gauze and gave it to Ben to hold onto while they moved somewhere more appropriate for first aid. Staying in the kitchen would have been unsanitary.

A few minutes later, they arrived back at the bedroom. One of them had been paying attention, so it hadn't been hard for Rook to navigate. Ben sat down on one of the beds without needing to be prompted, letting out a soft sigh as he pressed the bundled ice to the most swollen area of his ankle. It was when Rook moved closer that he grew tense.

Ordinarily, the Revonnahgander might have entertained his partner's ridiculous expectations about seeming impervious and immune to pain. Considering their situation though, Rook wasn't in the mood to play games.

He placed his hands on his hips, fixing Ben with a firm look that he had often seen Gwendolyn use on her cousin. "You are not going to avoid vulnerability today, Ben. You are injured. I am the only one on this planet with even  _basic_  formal education in treating human wounds. Unless you would like your ankle to grow worse and impede your ability to fight, you will let me take a look at it."

There wasn't much of a response to that, as Rook figured there wouldn't be. Ben moved his mouth with the intention to protest, but in the end, it came down to two choices — take the brief embarrassment of having Rook play nurse, or take the much more impactful mortification of admitting that he had a hero complex about accepting help. It only took a few seconds for Ben to work through that puzzle. He wasn't an idiot and, to the relief of both of them, settled for an eye roll as he removed the ice and stuck out his leg.

It was more than a little sarcastic, but it wasn't a refusal. Rook considered that progress.

He knelt by the bed, unwrapping the gauze carefully. It wasn't bloodied, which was a good sign. Had the injury been external too, there could have been something seriously wrong. The sprain was swollen, but not enough to be worrisome. When Rook gently probed the reddened areas, Ben's frown tightened and he shifted instead of flinching or recoiling. Compressing it when they did had been the right choice.

"There," Rook sighed as he finished wrapping it back up, tighter this time, and got to his feet. "That was not so difficult. It is only a mild sprain. You should have no trouble healing as long as you do not strain it too much." He offered Ben his hand, but the human ignored it, staring thoughtfully at the block of ice in his hands. Hesitating, Rook dropped his arm back to his side. "...Ben? Are you alright?"

"Hm?" The hero blinked, looking up at Rook with genuine confusion. "Yeah, fine. Just kinda sore. I was wondering how I was going to get this ice pack to stay in place. I never really considered how much time I spend standing and walking. Ice keeps the swelling down and I really don't want your bandages getting any tighter. It might cut off the circulation to my foot."

It was a bald-faced lie, but Rook quickly decided that it wasn't his place to make Ben tell the truth. He was a friend, not a mother. "I could wrap it in place," Rook offered with an amused look. "Or, if that would look ridiculous, I could carry you everywhere, and—"

"Woah, would you look at that!" Almost immediately, Ben was on his feet, holding the ice away from his body with one hand. "Back on my feet. You know, ice is overrated, anyway. I don't know why people are always complaining about injuries swelling. I feel fine, don't you? We should get to the training room and get started on those codenames."

Rook bit back a grin. "Yes, you have a point. That would not have been fun for me, either." He left the room with Ben pouting, but the atmosphere between them was relaxed.

The training area was, as Rook expected, high-tech by Earth standards and mediocre compared to what they had seen at the Plumber base. There was an impressive obstacle course, a number of large metal machines that Rook couldn't name, and an empty area had been carved out for a running track. Most of them were, of course, designed for Petrosapiens. Without the equipment that he was used to, Rook estimated that a few exercises would have to be cut from his routine. He would make up the lost time by spending longer on other workouts.

"At least the track is usable by humans," Rook remarked as the two stood on the sidelines, watching a group of Petrosapiens run around it.

Eyeballing the track, Rook figured that the path spanned an eighth of a mile in Earth phrasing. It would be a number of laps to reach his twenty-mile a day routine. Then again, he had been neglecting his usual workouts since arriving on Petropia. Fifteen miles sounded more reasonable to start and Rook could work back up to twenty within the week.

"Yeah, good news for you," agreed Ben with a despondent nod. He reached over and flicked open one of the utility pockets embedded into Rook's armor, pulling out a notepad and pen without needing to ask where they were kept. Prize in hand, he took a seat on one of the benches on the sideline, folding his legs and resting the injured one on top to balance the ice on his ankle. "Enjoy your run. I'll come up with a cool codename for you, partner, I promise."

There wasn't much room for debate. Ben had already started writing, frowning in concentration. Holding in a sigh, Rook rolled his eyes, but he couldn't pretend that it was anything other than fond. He left Ben to it and started his first lap at a leisurely jog. Only one-hundred and fifty-nine more to go.

When Rook came back around, lap after lap, Ben would stop him to read off some ideas. The highlights included, but were not limited to, "Samurai," (corrected to "Ninja" when Rook mentioned his distaste for heavy armor) "Fuzzy," "Quick-Draw," and "Bullseye." There were countless options scribbled into Rook's notebook, but none of them were for Ben. According to him, it was because his would be "too easy" and he "wanted a challenge." That got him a smack on the arm, not that Ben did anything in return except laugh.

In addition to coming up with codenames, Ben had also tasked himself with keeping track of Rook's laps. The little tally marks in the corner of the note pages were surprisingly helpful. Whenever he was stopped and Ben started talking, the numbers could easily get jumbled in Rook's mind. It was sort of nice to have someone to talk to while he did his routine, though. Rook knew that Ben wasn't a fan of training unless it was with his aliens, but he wondered if it would be out-of-line or improper somehow for him to ask his partner to sit in more often. Then again, that would be admitting to enjoying their exchanges, and Rook could not forsake his many eye rolls by doing something like  _that_.

After one-hundred and three laps, Rook was surprised to find Ben holding a cup of water when he came back around. The dishes were, of course, made of peranite. Still, Rook found himself hesitating as he took the glass when Ben offered it. He wanted to know when Ben had gotten the time to hobble to the kitchen and back, but more importantly…

"Don't worry, it's not poisonous," Ben assured him, rather uninterested. "This place doesn't get its minerals and water from Plumber rations, remember? I think they do it on principle because they  _definitely_ didn't know about the toxins in the water before we got involved in this. It's rainwater." When Rook still hesitated to drink, Ben rolled his eyes, finally looking up from whatever he was writing. "Relax. Swampfire took a look at the Red Sleep, remember? Its poison doesn't affect anything besides Petrosapiens. I'm absolutely certain. Or, well, at least eight-percent certain," he corrected with a shrug.

Rook scowled, but he was incredibly thirsty. He didn't usually run ten miles without something to drink in between. Steeling himself, he took a deep swig of water. If he died, then at least he would die proving Ben wrong.

"Where did you get the water from?" He asked as he sipped more calmly. "You could not go to the kitchen and arrive back here before I could complete a lap."

With a huff, Ben held up his wrist and tapped the Omnitrix pointedly. The device had no reaction, remaining powered off. "Yeah, not anymore, I couldn't. Sybil brought it." He pointed to another part of the training area, where rows of heavy, Petrosapien-based equipment was lined up. Tetrax was working with what looked like some sort of spiked weight machine while Sybil watched, talking animatedly about something that he obviously wasn't listening to. "Funny," Ben mused. "I was just thinking about getting you something to drink, too. No offense, but you look like a drowned rat. Are you supposed to be working out in your Proto-armor?"

"The Proto-armor can handle all manner of physical activity," Rook retorted with an indignant snort. He watched Sybil and Tetrax for a moment longer before turning back to his partner. "Did she mention to you what she hoped to accomplish with Tetrax?"

Ben shrugged. As usual, the subject of romance failed to hold his interest. "Yeah, she was going to ask him to spar with her. I don't think that's part of his routine or whatever, though. It doesn't seem to be getting anywhere."

Considering that his partner barely grasped human romance, Rook wasn't about to start explaining Petrosapien courting practices to Ben. Still, he watched with a trace of amusement and pity. A sparing session was awfully personable — quite a forward move from Sybil, considering how little Tetrax seemed to care about her advances.

"How is your ankle?" Rook asked, blatantly changing the subject. "Will you be able to participate in a field mission, if Patience assigns one?" He would prefer that Ben take it easy for a few days until it healed, but realistically, that wasn't going to happen. Even without using the Omnitrix, Ben could still be an asset in a fight and the only thing that could keep him from fighting was death. And even then, Rook had seen Ben practically come back to life. It felt, to him, like his partner was invincible.

"It's… better," Ben settled on after a moment. He shifted over some, patting the bench next to him. Rook took the hint, sitting without comment. "The ice helped bring down the swelling but I haven't been moving it so I'm not sure if it still hurts to walk on or not. Probably does. But I mean, it's just a few days. I've kind of always been a fast healer and I figure you'd be a lot more overbearing if it was serious."

Rook started to retort — true though Ben's statement may be — but cut himself off when he noticed Sybil approaching them. Despite her rejection, she seemed to be in a good mood. It was starting to seem like she was the type to always be happy.

"Hey, you two," Sybil greeted with a wave. "Patience wants us in the conference room. We should head over there. Tetrax already went." She jerked her thumb towards where he had been working out. The machine was turned off and left unattended. She gave no implication that she cared in the slightest.

"Really?" Ben arched an eyebrow. "Wait, how would you even know that? You don't have a communicator and she didn't come in here and you haven't left except to get water, so did you run into her in the kitchen or…?"

Oddly enough, his questioning made Sybil's smile widen. "We should go. Patience doesn't reward tardiness and you two are going to want to be there. It's pretty exciting and you off-worlders are the most important part."

Though he was still skeptical, Ben shrugged. He picked the ice back up, getting to his feet. Once he was sure that the human wouldn't fall, Rook did the same. Ben still had a bit of a limp in his step, but it was clearly less painful than it had been before. If he really did heal quickly and wasn't only saying that so Rook would back off, the injury wouldn't be a problem within the week.

Before they went, he quickly downed the rest of his water. Rook wasn't sure what to do with the empty glass, but before he could decide, Sybil held out a hand.

"I'll take it if you want," she offered brightly.

There wasn't any reason to refuse, but Rook hesitated before eventually passing it to her. As the glass came into contact with her hand, it made a loud cracking sound. Rook thought that he had hurt her somehow, only for the glass to melt like candle wax and sink into her skin. The process took less than three seconds and Sybil's expression didn't change, as though nothing had happened at all.

Ben was much less nonchalant about it. He gaped, shocked. "You can do that?" He sputtered. "I always thought that it wasn't a part of your body once you made it. But it just… it can reabsorb?"

"Well, it's not a part of us," Sybil explained. "It's kind of hard to put into words. The next time you turn into a Petrosapien, try it. You'll probably learn more that way than I could ever tell you. It doesn't become part of us in the way you might think. Our bodies repurpose the minerals, so we can't do it nonstop. Think of it as… eating, kind of. But we can't sustain ourselves off of just peranite, so it's more like having a snack." She smiled serenely. "Now, don't we have somewhere to be?"

With that matter settled, the three of them left the training area. Rook was a little annoyed by it, but he would probably settle for doing his routine before bed, the way that he did it back on Earth. Cardio in the morning and muscle-development in the evenings. It was the only way he could schedule it to work around patrols or whatever crisis he and Ben had to deal with that week.

Their walk was quiet, though Ben had a few questions for Sybil about the limit of Petrosapien abilities. He felt bad about it, but Rook ended up tuning most of that out. He knew plenty about Petrosapiens already and Sybil's explanation of how to manipulate peranite more artfully went a bit over the Revonnahgander's head. Try as he might, he couldn't picture the world in the same way that Sybil and Ben talked about it. He had no idea what "energy" he was supposed to "reach for" in order to control peranite, but Ben nodded along eagerly and added in enthusiastically where he could.

"Looks like you finally caught up," Tetrax remarked as they rounded the corner. He was leaning against the wall by the closed door to the conference room, waiting. Seeing their questioning stares, he rapped his knuckles against the door. "No one's inside."

"Oh." Ben frowned. "Didn't she want us here, though?"

Despite their accusatory looks, Sybil remained unphased. "Yes. Just wait for another moment or two, please."

There wasn't much else that could be done. Rook folded his arms across his chest to wait but was quickly back at attention when Tetrax straightened.

"Ben. Can I talk to you for a moment, in private?" He asked. There was only a beat of hesitance before Ben nodded. He didn't spare a look at Rook, following Tetrax back down the hall and around the corner. Swallowing his suspicions and distrust, Rook said nothing.

Silence fell between the remaining two. It wasn't uncomfortable, so Rook felt no need to break it. Besides, he was more than happy to stew and boil in his own unhappy thoughts. He wished that he knew where his disliking of Tetrax stemmed from. Rook liked to think himself a fairly open-minded individual and he usually had a reason for not liking a person. He hated the guilt gnawing at his gut. It was obvious that Ben trusted Tetrax greatly and cared a lot for him, so why was Rook incapable of understanding that?

"You worry so much," Sybil sighed, startling Rook from his musings. "It's written all over your face. Why can't you manage to relax, Blonko?"

Hearing his name caught Rook off-guard, causing him to choke back the retort he'd been about to spit out. How had she learned his chosen name? The only person on the planet who knew that to be his first name was Ben and Rook was fairly certain that he hadn't told anyone.

"That is… none of your concern," he retorted. Rook turned away, hoping that Sybil would take the hint. He had no such luck.

"Maybe your worries are justified," she sighed, looking wistfully the way that Ben and Tetrax had gone. "You'll never know until you explore the possibility. But then again, maybe you should stop being so possessed over every last detail. He can handle himself."

Rook sighed. He didn't want to acknowledge Sybil, and yet… "I know that," he muttered, "but that does not mean that I cannot try to protect him. We are partners. It is my responsibility."

Unimpressed, Sybil arched an eyebrow. "Because it is your job or because you care?"

Lips parted, Rook was about to dismiss the idea entirely. What did it matter? Either way, his logic was flawed. Ben didn't need to be "taken care of." He had made that perfectly clear over the time they had known each other. It would only frustrate his partner to have to explain, yet again, that he had saved the universe multiple times and was capable of keeping himself alive. Whether Rook wanted to try because it was his job or because he cared about Ben, the result would be the same.

The guilt weighed heavy in his chest. He didn't want to admit it, but Rook's "job" was exactly the problem.

"You're already here?" Patience interrupted their conversation, a confused frown on her face. "Well, uh, that's… convenient. I was about to have someone collect you all, but this is much easier. Thanks, Sybil." She pushed open the door to the briefing room, waving them inside. "You told the others as well, didn't you?"

Sybil nodded. "They should be here any moment, Patience," she replied. She gave Rook one last pointed look before ducking into the room.

After a moment's hesitation, Rook followed her. The conference room was small and square with a circular table taking up most of the floor space. There was a gap in it for someone to step into the center, as the middle of the room was dominated by a holographic 3D projector. Twenty or so chairs surrounded the table. Whatever meetings were held in the room, they were small and likely private.

Rook chose a seat that gave him a good view of both the display and the door. A few moments later, Tetrax and Ben entered. Apparently, their conversation was done. If the looks on their faces meant anything, it must have gone well. This time, Rook didn't try to deny the sticky, unpleasant bitter feeling in his chest.

Seeing his partner, Ben made a beeline for him. Tetrax, however, was almost immediately flagged down by Sybil. He knew that she was doing it for her own purposes, but Rook still couldn't help but be a little grateful. Ben sat with his injured leg crossed over his other, resting the ice on top of his ankle before folding his hands over the tabletop and focusing directly ahead of him.

The silence lasted for only a second. "Do you know that this meeting's about?" Ben asked, leaning over to whisper to Rook. "She said there's supposed to be others joining us, but she didn't explain what we're here for."

"No, I do not." Come to think of it though, had Patience even  _asked_  them to be there? She had seemed surprised to find them already waiting. Rook frowned, watching Sybil from the corner of his eye. How had she known to tell them something that Patience hadn't asked for? "I imagine that it must be important, though. She did mention that she was working on a plan of attack. Will you be able to handle something physical?"

As soon as he said it, Rook knew that it was a mistake. Like flicking a switch, Ben's smile fell and his expression grew tight. "Yeah," he said airily, not bothering to be quiet as he looked away. "I think I can handle a little running around,  _mom_. Worry more about yourself, Rook."

They sat quietly for the rest of the time that it took the rest of the people to file in. The only Petrosapien that Rook recognized was Conway. Thankfully, he took the seat next to Tetrax and started up a casual conversation with his friend, pointedly avoiding looking in the off-worlder's direction. In all, Rook counted ten strangers. They were polite about it though, either masking their distaste upon seeing Ben or keeping their curiosity to themselves.

"Is everyone here?" Patience asked as she surveyed the room. "Good. Now, in light of the efforts of Rook and Ben, as well as some further digging from Tetrax, we've recently discovered that Magister Argyle has been poisoning the water supply being rationed to poor areas with venom harvested from the Red Sleep. You have all been briefed on this separately." She turned the projector on, displaying a sort of checklist written in the Petrosapien language. "Our goal is simple. In two days time, we will host a small assault on the factory that mass-produces these rations for consumption. The objective is not to destroy it, rather only to destroy the process that adds Red Sleep venom and learn as much about it as we can in the brief time frame that we have. Any questions?"

There was a beat of silence. One of the Petrosapiens started to say something, but Patience continued without more than a glance at her. "Thanks to our sources with access to Plumber files, we managed to get these blueprints, despite their low clearance." She swiped the hologram to the right, displaying 3D blueprints of a large factory. The writing was in their alien language again, but the diagram was detailed enough that Rook didn't have any trouble following it. "Now, there are several areas undefined on this blueprint, as you can see." She highlighted five areas by tapping on them, wiping the rest of the screen blank to bring the undefined rooms into focus. "Red Sleep is incredibly deadly. The room where it would be held will need to be big enough to support both the machinery to extract and contain its venom, as well as keep whoever's working with it safe from its effects. That eliminates two of the rooms." Another swipe of her hand crossed out the two smallest of the five.

"Because the Red Sleep is considered highly illegal to weaponize, where it's kept will have to have high-clearance security. By cross-referencing the blueprints with the guard patrol schedules and camera locations, I've managed to narrow it down to these two rooms." She colored the two green, bringing the rest of the complex back into view in order to show their locations. One was on the second floor and the other was on the level above. "The guard patrols are another monster all together. This is a very expensive and important factory. It has regular patrols that hardly leave any single area unwatched at any given time. So, here's how this is going to work."

With a flick of her wrist, Patience pulled up a list on the side. Rook was familiar enough with the language to recognize them as names, due to their distinct symbols. She grouped four names together, dragging them to the first possible location. "Team number one is going to be Rook, Xo'onotlite, Boulder, and Cancrie. Team number two, focusing on our second room," she dragged the next four names over to their task, "we'll have Ben, Haslach, Conway, and Aurum." Next to him, Rook felt Ben tense. Even from across the room, he could sense Conway's similar displeasure. If either of them were planning to protest, they didn't get the chance to.

"This is because with how little we know about what we could find in these rooms, our safest bet is to send each group with a non-Petrosapien, as the venom has been shown to have no effect on them. I want to keep casualties to a minimum. As for everyone else…" Patience tapped the list and the remaining names automatically hovered above fixed spots on the blueprint. "Everyone will be in charge of keeping a different sector clear. We'll all be in constant communication. This mission is about stealth, which is why I have hand-picked all of you. The rest of you will see me separately for personal briefings about your task. It will vary from area to area, depending on patrol schedules and how close you are to our interest zones. Teams one and two will be briefed separately early tomorrow morning. I expect the eight of you to introduce yourselves to your group members if you haven't already met. I'm not requiring friendship bracelets or sleepovers, but if you all can't work together, it could cost us the future well-being of this planet and her people. Am I clear?"

The atmosphere was heavy and tense in the wake of her severeness. When nothing was said, Patience quickly brightened. "Great! In that case, you're all dismissed. Feel free to use the training room liberally in the short time we have. I want this operation underway in two days. Rest plentifully." She did her weird salute thing from before and everyone in the room did the same.

People started filling out quickly. Rook stood, ready to help Ben if need be, only to be surprised to see Tetrax approaching them.

"Are you ready?" The Petrosapien asked, glancing to Rook but directing his question at Ben. "There is a lot that you need to learn about stealth and a very short time frame for me to teach you."

"Don't worry, Tetrax. I'm a great student." Ben said with a grin. He got to his feet and turned to Rook somewhat apologetically. "You can finish your workout, Rook. Tetrax offered to teach me to balance better with an injury and some self-defense against Petrosapiens and stealth stuff since I'm going to be stuck as a human for a while. But don't worry, we can work on some of those codename possibilities tonight, alright? Catch you later," He made a two-fingered salute by his temple, smirking before running out the door with Tetrax not far behind.

There wasn't an opportunity for Rook to get a word in edgewise. He had barely raised his hand to wave goodbye when the two of them were already out of sight.

The unpleasant emotion in Rook's chest tightened unbearably. He faintly recognized it. Jealousy. Was that why he disliked Tetrax? Was he really so petty and insecure? Or was it more than that? Rook didn't move, lost in thought even as the room emptied save for a few other people.

Introspectively, maybe it  _wasn't_  jealousy. Maybe it was fear. That was somehow even more ridiculous, but Rook wasn't one to lie to himself. His promotion to magister was still recent when they arrived on Petropia so a lot of changes hadn't been fully implemented yet. It was going to change everything. Rook would have an entirely new list of responsibilities, which meant that he wouldn't be able to be Ben's partner full-time. Magister Tennyson had already discussed possible replacements with Rook and was thinking about ways to broach the subject with Ben.

Things were changing. That must have been what Rook was scared of. He had finally adjusted well to Earth and grown comfortable in his friendship with Ben, inside and outside of the job aspect. It was all going to be swept away. The yearly check that they were originally on Petropia for was supposed to be a test for Rook, to ensure that he could handle the increased expectations of being a magister.

Considering what had happened to his Plumber badge, though, Rook doubted that it was an issue anymore. Even if he was accepted back into the Plumbers, his promotion would likely be moot and he would have to start over as a cadet again.

In the end, all Rook that really wanted was the ability to choose — to be Ben's partner or see what other opportunities were waiting for him. Now, it seemed as though he would be getting neither. It was all slipping away. And he was terrified that there was nothing he could do about it.

**Notes for the Chapter:**

> Comment your best codename ideas and Ben and Rook will make fun of them in the next chapter. (No, but that's actually a joke, please don't.)
> 
> **Chapter Ten: _Bad Blood_**


	11. Bad Blood

**Summary for the Chapter:**

> If Ben had a nickel for every time he'd unknowingly fallen face-first into an alien courting tradition, he'd have two nickels. Which still wasn't a lot, but how stupid did he have to be to let that happen _twice_?

**Notes for the Chapter:**

> When I said last chapter to "comment codenames," that was a joke. Sorry if I didn't make it clear enough, but I finished this chapter a month ago. Reader input wasn't exactly my focus at the time, but you guys didn't comment some really good ones. I'm partial to "Bishop" for Rook (that's a really good one, seriously, very nice) and "MY CAR!" (best said in Kevin's voice) for Ben, because it made me giggle uncontrollably for about a minute straight.
> 
> This chapter and the next one in Rook's P.O.V. are mainly to do some character building and take a bit of a break from the plot before it gets heavy. I figured that if I'm going to have OCs, I might as well take the time to get them semi-developed so you guys aren't just watching bland pieces of cardboard jump start some plot.
> 
> Plus, after chapters averaging seven thousand words, I feel like we could all use something shorter.

" _Many of my people distrust you, Ben Tennyson. They question my decision to accept your help." Patience, despite her namesake, looked less than tolerant as she watched Ben from the other side of the table. "But you know this already."_

_The hero nodded, unphased. "Yeah. I'm sort of used to people not liking me. It's more common than you might think."_

" _They blame you for the state of our world," she informed him. "It's easier to blame an outside source than accept that some things are out of a single person's control. The Guardian of Petropia may have brought our planet back, but you brought_ us  _back, Ben 10, and I don't think that you have ever been properly thanked for that."_

_Ben blinked. "Thanked?" His frown deepened. "The Guardian… You mean Sugilite?"_

" _The very one." Patience nodded. "So much is not known about the back-up crystal that you used to restore us. We call it Pantheon. She has been a treasured artifact for as far back as our history can recount. Her energy is what allowed our species to settle above ground and quickly make the jump to interstellar travel. Very few knew her true purpose, of recording the planet and our DNA along with our memories."_

_There was a pause. "That's… great," Ben said carefully, "but what does that have to do with me bringing the planet back? I knew most of that already."_

_Patience shook her head. "Pantheon is a mystery to all of us, Ben. It was lost after you recreated the planet, collapsing to dust not long after you left. I suspect that her power was completely drained. Sugalite followed, his eternal task finally complete. This is why the people of Petropia blame you for the loss of our buildings and industry and artifacts. We can no longer search Pantheon for the answer of what happened a year ago. But, there is more._

" _It is possible that Pantheon never held the record for these things at all. Even the eldest of us, Petrosapiens who have lived for centuries, can only remember the legend stating that she recorded "the planet and her people." There was never a description of our possessions."_

_Something sparked in Ben's chest. He straightened in his seat. "Are you saying that—?"_

" _It might not have been your fault, Ben," Patience said gently. "It's always possible that you've been being blamed this entire time for something that you had no control over."_

_Relief swept over him. The questions, the guilt, the doubt, the endless repetition of "What if I had tried harder?" — it all caught in his throat. It made it hard to breathe. Ben swallowed hard, not trusting himself to speak. For once, something that wasn't his responsibility, wasn't his problem, wasn't his fault… Could it even be the truth?_

" _Well?" Tetrax asked. There was a contemplative frown on his face. "I know I haven't been the most trustworthy person, Ben, but I'm hoping that this all has proven to you that I really did mean the best."_

" _That was never the part that I doubted, Tetrax." The hero looked away, his expression pensive. "I get why you had to lie. I'm not mad about it, I'm just— ugh, I'm so bad at talking about this sort of thing." He sighed, pinching the bridge of his nose and squeezing his eyes shut in frustration. "Can we just forget that it ever happened? If I can forgive you for trying to kidnap me when I was ten and turning me into Diamondhead just to shatter me the last time we met, I can forgive this. I'm all about second chances."_

_Tetrax smirked. The tension hanging over their rendezvous dissolved. "In that case…"_

" _I was not acting," Rook stated matter-of-factly,_

_And Ben, basking in the glory of having captured Khyber and narrowly avoided having his arm cut off, took a second to catch on. "Wait. So you actually_ meant  _all of that stuff you said about always having to save my butt?"_

_He could remember all of it clearly. "I have already saved you countless times, and I have only known you a few weeks" Rook had snapped, and even in the moment, Ben had been taken about by how good he was at "faking" such a resentful glare. "I am surprised you made it this far."_

_Ben swallowed his indignation — had to remind himself that they were acting, that their fight was only a stunt. "You want to start something?" He'd shouted back, hand going to his Omnitrix. "Is that what this is about?"_

" _No," Rook had replied, and the fight left him as his stance relaxed as if Ben wasn't even worth the energy to be angry with. "I am going to end something."_

_But it wasn't just their partnership, as the world fell away and slipped through his fingers and it felt like the entire universe ended with that punctuation. And it did,_  as Ben's eyes snapped open and the world he'd been dreaming retreated back to his subconscious.

Weird not-quite-nightmares were fairly normal for Ben, as far as dreaming was concerned. He thought nothing of it. He sat up in bed, rubbed the sleep from his eyes and, by then, he could only faintly recall what he had dreamed at all. All of his nights had passed like that since arriving on Petropia. They weren't nightmares, but they always left Ben feeling lethargic and on edge in the morning. Still, it was nothing that he couldn't deal with.

A quick glance at the bed across the room showed that Rook had already gotten up. Not that it was surprising — Ben found himself having trouble adjusting to the time difference on Petropia, but Rook had carried on as if nothing had changed. At least it meant that he got the room to himself whenever he woke.

The diamond-hard beds weren't all that comfortable, though. Some blankets had been given, but while they kept off the chill, they provided little to no padding. Ben popped his neck painfully, twisting his back until the knot in his spine cracked as if something had broken. It felt sore but much less stiff. Satisfied, Ben got out of bed, looking down at himself with a faint grimace. He was really going to have to find some replacement clothes. Wearing the same thing day in and day out was going to get old pretty quickly.

The main priority, though, was food. He made his way to the kitchen, which was mercifully empty. The minerals intended for the soldiers were shoved out of the way and Ben grabbed for the human food tucked into the back. As Patience promised, it wasn't exactly  _great_ , but Ben shrugged and figured that he could do a lot worse than a breakfast of stale bread and chocolate-covered crickets. He had eaten weirder.

After that, he knew that Patience wanted to talk to his infiltration group. He couldn't remember the names of the other two that he was supposed to work with, but he wasn't looking forward to working with Conway. Then again, if he could turn Kevin into his friend, this shouldn't be that much harder. Hopefully.

But, more importantly, he was looking forward to sparring more with Tetrax. Their practices from the previous day had left him sore, though thankfully, his ankle felt better. Ben didn't think that he would be needing more ice. He left the kitchen and, on a whim, set off with the training room as his destination.

The set-up sort of reminded him of when he had been ten and Tetrax had shown up to stop the Omnitrix from self-destructing. He looked back on his first time entering Tetrax's ship with fondness. He had only gotten a brief look at the area where his friend trained, but the impression that it left on his child-mind was something akin to a medieval torture chamber. The training room that Patience had set up had the same feel. Even Ben had to admit that it was weird to be getting nostalgic over something like that.

There were plenty of Petrosapiens using the devices. Ben didn't see Rook anywhere, but he picked Tetrax out easily enough. Years around aliens had helped him grow skilled at picking out even the most minute differences between individuals. Tetrax had a very distinct shade and, oddly enough, the length of the prongs sticking out of his back was a dead give-away — the other males had noticeably longer ones and females lacked them entirely.

"Hey, Tetrax," Ben greeted as he approached his friend.

He was doing something similar to boxing, but where the goal seemed to be to hit the ball hanging from the hook with peranite projectiles very precisely, at just the right angle and with the perfect amount of force to send it knocking into the holographic targets that appeared around the set-up.

Tetrax grunted in acknowledgment. "Ben, glad to see you're up. I thought that you were going to sleep until lunch at this rate."

Instead of pointing out that time meant literally nothing to his internal clock when he was underground on an alien planet, Ben shrugged and tapped his watch. "Sorry. It's on Earth time and I haven't figured out if it's got an alarm feature yet. Unless it's set to notify Azmuth whenever I do something stupid, which wouldn't surprise me."

That made Tetrax laugh. He scored another perfect hit before reaching over, pressing the button on the machine's interface to turn it off. He turned to face Ben properly. "Did you want to work on more of those lessons?" When Ben nodded, he added, "Your ankle is better, isn't it? I would hate for you to have a debilitating injury on the mission and I don't need to give your partner any more of a reason to dislike me than he already does."

Ben hardly considered a sprained ankle to be a "debilitating injury" and was about to tell Tetrax as much when his statement caught in his throat. "My partner…? What? Rook doesn't dislike you. He's too polite," Ben insisted.

"Yes, I've noticed that," Tetrax agreed with a nod. "But he's a very… "rule-abiding" Plumber, Ben. Can you really think of no reason he might have to not dislike me?"

Sparing a quick glance around, Ben made sure that no one was close enough to hear before dropping his voice and leaning in. Much quieter than before, he said, "I haven't told him about any of that. I never told  _anyone_ that stuff about your past, Tetrax. The only way that Rook would know is if he read some sort of file on it when you got put on trial for all of it, and I doubt it'd be the kind of thing that Petropia waves around for anyone to get a look at."

For a second, Tetrax looked surprised and the faintest bit fond. He quickly wiped that look away. "You have a point. The files detailing my "legal past," so to speak, are filled with highly sensitive information. I doubt that your partner could have gotten his hands on it, assuming that he even knew where to look." He relaxed a little bit. "Maybe I was overthinking it."

"See, dude? Rook likes pretty much everybody until they start breaking laws in front of him. And even then, I mean, I can't tell you how many lawsuits have been filed against me for property damage and things like that, but Rook still likes me." Ben grinned. "So can we switch to the more interesting stuff and get to the part where we're trying to punch each other?"

Tetrax smirked. "I thought that you would never ask."

In the last year, Ben had sparred with Rook a few times. The biggest difference between him and Tetrax was that, well, one of them was impervious to most physical attacks and it wasn't Rook. Fighting a Petrosapien as a human was, the way that Tetrax explained it, more about prolonging his survival than trying actively to win.

The biggest advantage was to use his environment, but since most everything around them was made out of peranite, that point was null and void. Instead, Tetrax focused more on teaching Ben the few weak points on a Petrosapien and how to use their weight against them. It reminded Ben of the few karate lessons he'd sat through with Gwen. It had been boring when she taught it, but Tetrax skipped the spiritual mumbo jumbo and got right to the good parts.

"Feel here?" Tetrax held out his arm towards Ben about twenty minutes into their lesson, gesturing for him to feel the inside crook of his elbow.

It was an odd request, but once Ben did as told, he was surprised by the different feeling of the skin. There was an almost rubbery quality and it was more taunt. He applied pressure, immediately lifting his hand back when Tetrax winced. "Sorry! My bad."

"It's fine. Just a little discomfort." He shrugged it off and retracted his arm. "Remember that spot, Ben. It's the same on the other arm and behind the knees and it applies to all Petrosapiens. If you can twist or put pressure on the area, it could get you out of a tight hold or send even the toughest men to the ground. It's a very sensitive nerve cluster. We have to have a lot of them to feel effectively through peranite skin and most of the nerve endings for the limb will run through this area. Our eyes are also very soft and easy weak points if you're in a bind."

"Wow," Ben said with big eyes. "Are you going to let me try  _that_  out on you?"

"Not a chance." Despite his words, Tetrax smiled. "I think that, for the mission, your best bet will be to go unnoticed. With perimeter guards, your group shouldn't have to fight anybody. And if they do, it will likely be short considering that we should have the advantage of numbers. If there is a fight, you shouldn't get involved. Like Patience said, the most important thing is to disable whatever is being used to poison the water. Your goal should be, first and foremost, to get to that room. Right?"

Ben nodded. "Right," he agreed, though they were both perfectly aware of Ben's insistent need to save everyone. He didn't think for a second that Tetrax  _actually_ believed Ben to be capable of turning his back on a fight.

"Good. Are you ready to continue, then? The most important element to stealth is timing. You can be pretty impulsive, Ben. I want to make sure that you understand—" His explanation was cut off when the human held up a hand.

"Hold that thought." Ben frowned as he pointed at something over Tetrax's shoulder. "Could you, um, tell me what  _that's_ all about?"

To be honest, Sybil had been watching them for a while, but Ben had assumed that she was just watching Tetrax the way that she frequently did. She would end up talking to the Petrosapien once Ben inevitably got tired first and chose to sit out, but usually, her staring wasn't so noticeable. The look on her face was far away, but even without pupils, Ben could practically  _feel_ her gaze drilling into him. It wasn't malicious, only contemplative, but it was incredibly creepy all the same.

Tetrax must have felt the same because he looked uncomfortable when he turned back to Ben. "Yes, well… How did I put this?" He was quiet for a moment. Ben waited as patiently as he could (which wasn't all that patiently). "Ben, dating on Petropia is a fairly…  _streamlined_ affair," he said uneasily. "If you know anything about Tetramand courting practices, it might help you to think about it. They're similar."

"I know about them. A little," Ben answered as evenly as he could. Wasn't that the understatement of the year? He almost grimaced at the memory. He knew more about Tetramand dating than he ever wanted to.

"Yes, well, that helps. See, Petrosapiens are mostly a combat-oriented species. We aren't the conquerors and warmongers that the Tetramand are, but as you've probably managed to discern yourself by now, combat skills are very important to our culture. Sybil is…" Tetrax hesitated. "...nice. But she's also the sister of one of my closest friends and someone that I practically grew up with."

A little confused, Ben nodded. He figured that Tetrax and Conway were old friends based on the way they greeted each other, but he hadn't known that their history went as far back as childhood. That was interesting to know. On the other hand, Tetrax's love life (or lack thereof) wasn't something that Ben ever wanted to hear about again. "Alright. Cool." There was a beat of silence. "...but what does that have to do with her staring?"

Swallowing a groan, Tetrax visibly struggled with his admittance. "We don't have a true equivalent for marriage as humans understand it. But, our courting begins and ends in battle. It doesn't have to be serious, though you'd be surprised how many myths and legends on our planet have centered around two people finding love on the battlefield. In our modern days, we substitute this for sparring together. It's a surprisingly reliable metric of compatibility. If a couple can fight well together, their time together will likely be long and prosperous. Do you understand that, Ben?"

The Hero of the Universe made a face. "Yeah, I do. Not that I'm all that excited about it."

"My point is," sighed Tetrax, placing his hands on Ben's shoulders. "Sybil wants to spar together. And, as much as I care for her, I very much do  _not_ want to."

"Oh." Ben blinked. " _Oh_. So you mean this whole time she's been...? Dude, don't you think that maybe you should just tell her to stop or something so that you don't have to keep— Wait." He took in Tetrax's withdrawn posture with wide eyes. "Oh my  _God_. You've been trying to buy yourself time with these sparring lessons, haven't you?" Horror dawned as Ben paled, his voice rising in pitch. " _Did you trick me into flirting with you?_ "

" _No_! No, Ben, that's just—!" His face contorted like he was in actual pain, darkening in color the way that it did when Petrosapiens blushed. "Friends are perfectly capable of sparring together. That's not what this is about. I wanted to help you, of course. I felt that you would need it and it…" He hesitated. "And it did have the added benefit of avoiding her, but that was never my intention!"

"Yeah, that's great, but the thing is," Ben hissed, leaning in to be heard over his lowered volume, " _I don't think that_ she  _sees it that way_."

Their argument probably could have continued in hisses and whispers for another good half-hour, but Tetrax didn't get to reply. As he opened his mouth, Conway clapped a hand down on his shoulder, surprising them both. Somehow, Ben hadn't seen him approach.

"Sorry to interrupt your spat," he said dryly, "but since I'm on the same infiltration team as Tennyson, I'm going to need to borrow him from you, buddy. Patience wants to see our group now that she's done talking to the others." His disliking towards Ben hadn't eased at all. If anything, Conway was more insistent about it than ever, sending Ben a glare before turning a smile to Tetrax. "How about after we have a good brawl? You know, for old time's sake."

Even without pupils or very clear facial muscles, it was obvious when Tetrax's gaze snapped over to Sybil. Ben couldn't help but scowl. "Of course," he answered almost automatically. "It's the least that you can do to make up for cheating the last time we spared."

Conway scoffed. "Oh, please. Get over yourself, Tetrax. I've explained it to you a thousand times — how could I have planned for that vespertilio to attack us? And even if it hadn't interfered, I still would have won."

Fighting not to grin now, Tetrax let out an unimpressed huff. "Spoken like a sore loser."

Ben's patience was officially at an end. He shoved his hand in Conway's face before he could retort, doing his best to look intimidating to someone that was over two heads taller than him. Thankfully, he'd gotten pretty good at looking serious since being partnered with Rook. It was sometimes necessary to put in that extra effort, considering how tall his partner was.

"Not another word about it until after the meeting," he said in a clipped voice. Conway was annoyed, but thankfully, said nothing. "For the record," Ben addressed to Tetrax, "we're not sparing again until you talk to her. And after I get Rook to lend me his files on this planet's culture." He swallowed an indigent shout, throwing his hands up in frustration as he turned and started away, holding back curses.

If Ben had a nickel for every time he'd unknowingly fallen face-first into an alien courting tradition, he'd have two nickels. Which still wasn't a lot, but how stupid did he have to be to let that happen  _twice_?

The worst part was that he couldn't even be mad about it. As rude as it was, Ben had had his fair share of unwanted attention from girls. He'd never gone that far to keep one of them away but, then again, he had never been put into a position where that would have been an option. Ben wanted to think himself better than that, but logically, Tetrax had a point. Their sparring solved two problems at once and narrowly avoided hurting Sybil's feelings. More than that, though, Ben didn't want to keep doing the apologetic back and forth with Tetrax. He already knew that his friend hadn't meant to offend and that was enough.

Just as quickly as it had come, Ben's anger faded. He slowed his furious steps, meandering in the empty hall, and then stopped completely. He deflated. It wasn't worth being so upset about, so why was he?

"Hey! Tennyson!" Conway's irate voice interrupted his musings.

Annoyed but resigned, Ben turned to face him with an unimpressed look and folded his arms over his chest. "What is it, Conway? Don't you have better things to be doing?" He asked, bored. The only warning that he got was the Petrosapien taking one step too close, then there was a hand knocked in the front of his shirt and hefting him off the ground.

"I'm only going to say this once,  _Ben 10_." His free hand curled into a fist that grew into a sharpened point, molding the end of Conway's limb into a large spike. He held it to the human's throat. If he cared at all that Ben's expression hadn't changed in the slightest from the dispassionate look he'd had back when his feet were on the floor, then he didn't comment on it. "You don't like me and I  _really_ don't like you. But for the time being, we're forced to tolerate each other's company. So I'll get you to that target room alive and I'll keep my mouth shut while you make friends, but get in my way or hurt my sister, and I  _promise_ that you won't live long enough to regret it. Do we understand each other?"

After years of having his life threatened both verbally and physically, Ben couldn't have been more disinterested if he tried. He was about to snarkily request to be put back on the ground when something that Conway said stopped him. "Wait." He frowned. "Your sister? What makes you think that I have  _anything_ to do with Sybil? We barely know each other." And, frankly, she creeped him out. Not that Ben was about to say that while the guy had a diamond-hard edge digging into his neck.

"How stupid do you think I am?" Conway narrowed his eyes but, to Ben's relief, retracted his arm back into a normal hand and let go of the grip he had on the hero's shirt. Ben stumbled when he hit the ground, jarring his ankle, but only clenched his jaw for a moment as he straightened himself back up. "You think I haven't seen her making googly eyes while you and Tetrax spar? Keep your distance, Tennyson."

Ben went red in mortification. Somehow, the situation kept getting worse. "That's not—!" He started to protest, but Conway cut him off with a shake of the head.

"I don't want to hear it. Just know that I'm watching you.  _Closely_. So, start walking we have a meeting that we're supposed to be attending, remember?" He put his hand on Ben's forehead, shoving the human pointedly out of his way as he stalked off.

That time, the wall caught him. Ben scowled at Conway's retreating back. How could Tetrax be friends with a guy like that? There was a small part of Ben that was reminded sharply of Kevin, but he squashed that down. That was  _different_.

He waited for Conway to round the corner before heading after him. Despite the interruption, it didn't seem like Ben was late. As he entered the same conference room from the day before, a Petrosapien rushed in after him, looking embarrassed.

Patience already had the hologram visual on, waiting with an unimpressed look as Ben and the other straggler took their seats. All four of them sat on roughly the same side of the circular table, but none were close enough to touch. Before, Ben had felt bad about not remembering their names, but the hostility coming off of the two strangers erased that guilt.

"Thank you for making time out of your busy schedules to be here," Patience said with a thin-lipped smile. "As I'm sure you all remember from yesterday, you are the second infiltration group. Analyzing the factory's blueprints, I've drawn together a simple plan to get Ben as close as he needs to be to disable the generator for the Red Sleep. Of course, getting information about it that you can should be the first priority. There should be computers nearby with details on production. First, Haslach, I want you to disable the security cameras." She brought up a diagram of their room again and the four hallways encircling it, highlighting a total of seven cameras. "I don't care how you do it — block their transmission or patch in a different feed, I don't care. Just take care not to destroy them. It will automatically set off the alarms. While she's doing that, Aurum, I want you to knock out this guard." Patience made a few swipes and a map of patrol routes in that area was displayed, each guard shown in a different color to produce a crisscrossing, tangled rainbow. She tapped on a light blue one. "At the time that we set this mission underway, he will be the only guard in these halls. It will only be that way for a minute until his patrol intersects, so quickly, your job will be to knock him out, hide him, and strip him off his armor and authorization, should he have any. Learn his patrol and commit it to memory, because you're to keep it up for ten minutes, at which point, all of our agents should have either left the property or be on the way out. Here's a copy of this specific patrol route." She tossed Aurum a small flash-drive, waiting for the man to salute her before continuing.

"When you're both done, maintain your positions. Conway and Ben, I'm partnering you two together. The door should need a key card, so once Haslach finishes with that, have her let you in. Once in, I want this job done as fast as possible. I can't tell you what you might see, assuming that this  _is_ the right room. If it isn't, leave as quickly and as silently as you can. If it is, Conway, your job is first to gather as much information as you can, then cover Ben while he sabotages the setup, if you have the time for it. If you hack into the computers there, I can't be certain whether or not guards will converge on your location. Conway, if they do, you're tasked with getting Ben out unharmed. Unless it's a matter of life or death,  _do not_ ," she directed solely to Ben, "use the Omnitrix. We don't need the Plumbers tracking our locations. Remember, all of you, it should be as though we were never there. Anything else to add?" Her eyes narrowed, as though she could sense Ben's and Conway's displeasure. But, after a tense moment, neither said anything and she nodded. "Meeting adjourned, then. You all have your assignments, so you're free to leave."

All four of them got to their feet, giving Patience the crossed-arms salute (admittedly, Ben's might have been lackluster), which she returned. The human started to leave, only for Patience to add, "Ben, could you stay for a moment?"

It wasn't as though he had been overly eager to follow his team members out. Ben watched after them for a moment, a frown on his face that only deepened when he saw Aurum look back at him and, very pointedly, stick his nose up and huffily leave the room. He swallowed a sigh. A part of Ben had hoped that the unjustified disliking of him would fade once he joined up, but no such luck. "What is it?" He asked, turning to Patience lazily.

"After I finished talking with the first group, Rook stayed behind to give his suggestions for nicknames for you both," she said. Immediately, Ben's interest was piqued. "He thought of "Stone-Cutter" for himself and "Kirby" for you. I was checking to be sure that you're alright with using that."

Ben couldn't think of anything to say for a second. He had been embarrassed too much that day already to have much of an outward reaction, but inwardly, he was thinking some  _very_ loud and  _very_ rude words in Rook's general direction. And he made a mental note to have a talk with Gwen about telling people his middle name once he was back on Earth and had his phone again.

"I was hoping for something cooler," he complained. "Something like "Papa Smurf," or "57 Pixels," or "Mr. Commando," you know?"

Patience frowned. "No. I can't say that I do."

"Okay, okay, gimme a sec." Ben rolled his best ideas around in his head, cupping his chin thoughtfully. "Alright, what about…  _Dr. ET_? Huh? Is it great or what?" He grinned proudly.

"As long as you like it," Patience answered finally. She turned back to the projected hologram, looking over her notes with a thoughtful frown on her face. It was a clear indicator that the conversation was over, and yet…

"Uh, hey, I was wondering…?" started Ben, squashing his nervousness forcefully. "So, um, why partner me with Conway, exactly? I thought that Rook would have made a better choice since we're already partners and work well together and all of that."

Without turning to face him, Patience shrugged. "And what would you learn by working with someone that you already trust? Besides which, I need you both in the separate rooms, just in case. The partnering isn't about what you want, Ben 10, it's about what's the most beneficial for the mission. You and Conway have complementary skill-sets. That's all that you need to understand about my decision. So, if that is all, I trust that you can find the door from here," she said shortly.

Silently, albeit unsurely, Ben inched his way backward out of the room. He shut the door with a soft click behind him. Once he was alone, he scowled. What happened to the smiles and kind words that she had when meeting him and Rook only a few days before?

Maybe Patience was the kind of person who acted this way under stress, but she had been a magister before, so surely she was used to having a lot of pressure on her shoulders. Besides, something about that theory didn't align with what Ben had just experienced. The tone of her voice, the way she held herself above him, refused to even glance in acknowledgment… It felt purposeful to Ben. Her patronization had been calculated.

More so, it had been personal.

**Notes for the Chapter:**

> "Vespertilio," as used by Conway in his conversation with Tetrax, is an enormous, crystalline bat that only comes out at night, and it mainly eats smaller animals (but also Petrosapiens because that's a full meal). How those two got into a situation where one was attacking them is a story for another day.
> 
> Also, because I won't be elaborating on it and it was only touched upon in Ben's memories, I feel I should make it clear that Sugalite and the crystal that brought Petropia back are both gone. They completed their created purpose and dissolved to ash. Sorry for anyone who wanted to see Sugalite, but I figured that Petropia's back-up was a one-time-use. How overpowered would it be if they could keep coming back as many times as they wanted? Besides, my finale won't work if they're still around. You'll see what I mean eventually.
> 
> **Chapter Eleven: _No Love Lost_**


	12. No Love Lost

**Summary for the Chapter:**

> _"Tetrax Shard,"_ Patience was saying. It was clearly for the camera's benefit, as no one else was in the room save the two of them. _"Petrosapien male. Aged thirty-two decades. Height, two meters. Weight, three-hundred and fifty-one kilograms. Wanted in seven star systems."_ There was a pause. _"I'm going to list off your convicted felonies. Is there anything that you would like to state for the record before I do?"_
> 
> Sitting across from her, Tetrax said nothing.

**Notes for the Chapter:**

> Minor news, but still news! As of posting this chapter, this is _officially_ my second-longest work (that I posted, anyway). I doubt that it will become the longest (I don't have another year to waste on writing 200,000 words, unfortunately) but it's still a milestone since I haven't written anything that long in a while now! Huge thanks to everyone who has read this far and I hope that you'll continue to tune in.

Rook's nightmares were filled with nothing at all. They were suffocating and oppressive with just how much they lacked, strangling his peacefulness, choking and crushing it as the same feeling shot through his chest over and over, all night as he tossed and turned on the hard bed. It wasn't a monster, it was an emotion.  _Loneliness._ It was Rook's own fears, turned against him and tearing at the strung-together last threads of his best attempts to ignore them.

That was the most horrifying part — that he couldn't ignore it.

Sleeping hadn't erased Rook's feelings of unease the way that he had hoped it would. Normally, a good night's rest left him feeling rejuvenated and ready to problem-solve, but that hadn't happened. He felt rotten with the fresh light of a new day to illuminate it all — as though something ugly was clawing its way out of his chest and everyone could see it except for him.

A part of Rook resented it, but he could only blame himself. On Revonnah, the most unpleasant emotion was the sadness expressed at funerals or the embarrassment of having an offer for the Harvest Festival turned down. Life was low-risk and low-experience. Had Rook wanted to avoid challenges, he would have stayed home. He had never expected the challenges to be so internal, though.

His morning run didn't help, and neither did the push-ups or curl-ups or pull-ups or squats or bench-presses or even the shower that he took to unwind after. By the time Rook had rushed through it all, the other inhabitants of the base were only then struggling to the waking world. He had to swallow a groan. Rook wasn't tired yet and he was already hoping for the day to end. His conflicted feelings around his partnership and the Plumbers was only highlighted by the thrum of nervous energy that came with knowing that he would be in the line of fire the very next day.

Back in the Academy, Rook had liked to think himself above the sort of emotional rut that he found himself in. He had taken plenty of psychology classes in his specialized time there and read quite a few spare textbooks that pertained to humans, specifically. Logically, Rook understood that turning over his thoughts again and again was only going to get him so far. Choking it down would make it worse. Already, the feelings made him grimace like there was a particularly bad taste in his mouth. He was being irrational by refusing to confront whatever his problem was head-on.

After all he had done over the last year, Rook felt childishly entitled to a little irrationality. The problem was ignored.

To his luck, there was plenty to do on the base to keep his thoughts away. It wasn't that hard, especially since he was no longer required to be kept with Ben as the Plumbers had insisted on. Not that Rook was  _avoiding_ his partner, per se, but he couldn't reasonably deny the relief he felt every time he rounded a corner to notice a distinct lack of electric green. Rook had never been so thankful that Ben wasn't a morning person.

He knew from their talk yesterday that he was to expect a meeting with Patience and the other members of his group at some point. Rook was looking forward to it, even if he didn't find himself very fond of his de facto leader. Strategy and planning were just what he wanted. It was the sort of thing that he could spend hours dwelling on freely without this odd knot in his chest.

Until then, Rook absorbed his time with menial activities to keep his mind focused on something else. Anything else. He polished his armor and took apart his Proto-Tool, cleaning every piece inside and out before reassembling it in record time. He tried out some of the Petrosapien workout machines, to limited success. He counted the number of cameras lining the hallways and came out to thirty-five before deeming himself satisfied. He kept track of each person who passed by him and did his best to tell them all apart.

No one seemed to like him all that much, but at least there was none of the hostility that was presented to Ben. Rook said nothing about it. The situation was too complicated and he didn't know it well enough to add in his own opinion. As unfavorable as it was, disliking Ben was, in of itself,  _not_ a crime. He had a silent agreement with the Petrosapiens of the base — he would say nothing of his partner as long as they were not talking poorly about Ben within Rook's earshot. It was a fine line to walk, but it suited all parties fine.

In the mutually-agreed-upon silence, Rook even found himself roped into a job in the kitchen preparing food. It wasn't difficult work. All soldiers had their rations, guaranteed free of toxins, and all Rook had to do was hand them out. It wasn't great for keeping his thoughts at bay, but it was quiet, and he at least enjoyed familiarizing himself with Petrosapien expressions. The differences were subtle, but he did his best to track every furrowed brow bone, half-smirk, and slumped shoulder.

Really, it all mounted up to nothing. Rook wanted to stay busy, but he was quickly beginning to doubt how much time he could  _reasonably_ waste in such a small base. Then, as if Brallada had heard his prayers (or, more accurately, his curses), Rook ran right into his answer.

Literally.

He rounded the turn of a hallway with his head down, frown drawn tight as he lost himself in thought. It was Rook's fault that he ran into someone. Carelessness always came with a cost.

Rook didn't hit the ground, but only because the Petrosapien he'd smacked directly into caught him by the wrist. They both looked equally surprised at the action, mirrored expressions of shock twisted onto their faces. After a long moment, the unfamiliar female Petrosapien dropped Rook's hand and took a step back.

"Sorry," she said, more reflective than apologetic. Rook didn't fault her for that. "You're Rook, right? Ben 10's partner?" A brief look of distaste flashed in her eyes, but she didn't grimace. That was still the kindest way that Rook had seen someone address Ben since he'd gotten into the base. "You were at the meeting that Patience called yesterday. I'm Xo'onotlite. You probably don't remember me, but I was assigned to your infiltration group." She smiled reluctantly. "Funny running into you like this."

There didn't seem to be anything funny about it to Rook. Neither of them was laughing. Still, he nodded out of the desire to be polite. Maybe all species were stupidly vague about obvious meanings and it wasn't a human thing like Rook had been hoping. "I remember you. I apologize for taking up your time away from… wherever it is you were going."

Xo'onotlite (Rook made a mental note to ask about the meaning behind her unusual name choice) laughed. "Oh, it's not anything important. Monitor duty." She shot a look at the empty hall behind her before leaning closer, dropped her voice. "You didn't hear it from me, but I think that Patience runs this place a bit  _too_ militaristically. I mean, what's the point in playing sentry in an underground base? If we're ever attacked, we'll know before anyone in the camera room can alert us. Not that she'll listen to that."

His curiosity had been piqued but Rook tried his best not to look too interested. He had never been very good at lying, but hopefully, the species difference made it hard for her to tell what he was thinking. "I see. Is she often so… strict?"

"That's a word for it," said Xo'onotlite with a huff. "She runs this place like she's still a magister. The whole planet thinks that she's dead, but she keeps on acting like nothing's changed and having her entire existence purged from all records is a "minor setback" or something. She's a skilled leader, no doubt, but sometimes…" Xo'onotlite hesitated, giving Rook an odd look. "Sometimes I wonder what this—" She gestures around them, "—is really about."

The answer to that seems fairly obvious from Rook's point of view: it's about helping the people of Petropia, obviously. What else could it be? He starts to say as much to Xo'onotlite, but she's shaking her head before he gets the chance.

"Forget I said anything. It's mostly unfounded rumors. Anyway, I've got to get going. Monitor duty has a tight schedule." The annoyed scoff that she made betrayed her true disregard for its supposed importance.

Thinking quickly, Rook reached out and placed a hand on her shoulder as she moved to go around him. It appeared to take a large amount of restraint for her to not knock him to the ground on impulse. "If you find monitor duty so unappealing, I could handle the responsibility for you," he offered. "I am quite familiar with the practice. You will not have to teach me anything."

She looked at the Revonnahgander like he had sprouted a second head but, after only a second of deliberation, nodded. That human saying about the gift horse and its mouth may hold practical meaning, after all. Xo'onotlite didn't question Rook's intentions or even seem to care. "Sure. The security room is down there, on your left." She pointed the way that she had been heading for emphasis. "I'm not sure who's on duty now, but tell them that you're covering for me. I don't think they're going to care too much." Faintly, almost hesitantly, the corner of her mouth twitched up into a smirk. "And, thanks."

Saying nothing, Rook settled for returning the smile as she walked by him and down the hall, back the way she came. Once she was out of sight, Rook's expression creased into a frown. How interesting.

He knew where the security room was before their encounter, but Xo'onotlite's directions were correct regardless. Rook opened the door with a loud scraping sound. One of the downfalls of peranite hinges was that they didn't tend to open smoothly or quietly. It got the attention of the man watching the cameras though. The same as Xo'onotlite, he asked no questions, happily getting to his feet and ducking around Rook and out the door.

With the bank of computer monitors to himself, Rook shut the door behind him quietly. He felt a bit guilty about having to snoop, but he told himself that it was for the greater good. A little immorality was worth discovering the truth that had been so meticulously buried. Or, at least, that was what Rook told himself as he sat down, cracked his knuckles, and started typing.

Specialized training at the Plumber Academy had touched very briefly on dozens and dozens of skills. Rook's hacking abilities were rudimentary, but he knew enough to tell that nothing on the computers was very well protected. Idly, he wondered why this was, but the only reasonable conclusion was that Patience had no one aligned with her who was a talented hacker. That, or she lacked the talent herself and was too stubborn to ask for help. Rook didn't know enough about her to decide. And if he felt bad that, subconsciously, he was building a profile for her as though she was an enemy, then Rook didn't dwell on it.

His gaze drifted, idling on other hallways and rooms laid out for him to see. There was nothing unusual. A couple or two kissing, groups of friends chatting, the typical workouts you would expect in the training area…  _Wait_.

Rook wasn't sure why he was surprised. If Ben had spared with Tetrax the day before, then logically, he was going to continue the next day. For a reason that Rook couldn't place, the live footage of the two of them practicing made his chest feel as though something foul had twisted in between his lungs, stabbing and strangling like thorny vines. Ben had never wanted to practice with Rook, not without the Omnitrix, but when Tetrax asked, the answer was different.

It was hard to pretend that it didn't sting, if only marginally. Luckily, Rook had steadily been getting better at pretending. He pursed his lips and, very deliberately, switched the monitor that displayed the training room off before turning back to the lines of binary scrawling over the screen in front of him.

Honestly, Rook wasn't entirely sure what he was looking for. The entire conspiracy thing felt, ironically,  _too easy_. It was as though he was staring at a puzzle with missing pieces — he could see the picture, but it was lacking. It was  _wrong_.

He narrowed in on a target as the ones and zeroes flickered by. Video files felt like an obvious choice on a system that was designed to be monitoring 24/7, so Rook turned his attention to the deleted files. They weren't easy to recover — they never were — but then again, Rook wasn't exactly strapped for time. He pushed thoughts of an upcoming meeting from his mind and let the minutes slip away as he poured them painstakingly into the task he assigned himself.

Almost disappointingly, there wasn't much. Rook opened his recovered files, skimming through them, and was ashamed to find that he was  _bored_ with his discovery. All camera footage seemed to end up deleted after more than a month. Besides the piles of normally security records, Rook also found videos from older cameras with substantially worse quality. He scrolled idly through a few interviews. Apparently, Patience allowed past criminals into her group, but only after a rigorous screening. At least she still had precautions.

After a few more minutes of nothing, Rook was about to cut his losses and close the video folder when something caught his eye. One of the interview videos was clearly labeled with Tetrax's name. In a different circumstance, Rook might have felt ashamed by how fast he clicked on it, but all he did was turn the monitor's volume up louder and settle in to watch.

There were alien numbers printed in the corner of the video. Rook couldn't read them, but he assumed that it held a date and timestamp. The video itself had poor color and wasn't able to pick up on details. Clearly, it was from the older camera set up.

" _Tetrax Shard,"_  Patience was saying. It was clearly for the camera's benefit, as no one else was in the room save the two of them. " _Petrosapien male. Aged thirty-two decades. Height, two meters. Weight, three-hundred and fifty-one kilograms. Wanted in seven star systems."_ There was a pause. " _I'm going to list off your convicted felonies. Is there anything that you would like to state for the record before I do?"_

Sitting across from her, Tetrax said nothing. He looked out of place without his advanced armor on, wearing a loose shirt and pants.

When his silence continued, Patience took it to mean the "no" that it was and looked down at the etched peranite tablets in her hands. " _Very well. Here, I have compiled a folder of everything you've been convicted of since you were officially an adult. The others have automatically been pardoned by the state."_ She flipped open the cover, expressionless. " _Breaking and entering, vandalism, vandalism on federal property, larceny, grand larceny, computer crime fraud and abuse, perjury, forgery, obstruction of justice, threatening an official, blackmail, extortion, kidnapping, first-degree murder, assault and battery, aggravated malicious wounding, manslaughter, vehicular homicide, treason, and complicity in planetary destruction."_ There was a tense pause. Idly, Patience shuffled through the tablets she was holding. No doubt, they contained the details of Tetrax's many, many charges. After a moment, she smiled at him, sticky sweet and full of false forgiving. " _How do you plead?"_

There wasn't a hint of hesitation. " _Guilty,"_ replied Tetrax without feeling.

Patience let out an unimpressed huff. She stood up, dropping the peranite slabs with such a clatter that it made Rook wince. On-screen, Tetrax didn't so much as blink. " _Guilty,"_  she repeated as she slowly approached. " _Your friends, Conway and Sybil as they want to be called, have quite an impressive rap sheet of misdemeanors themselves. Blackmailing, vandalism, larceny… But nothing quite as disgusting as what_  you've  _presented me with, Tetrax. I have never come face-to-face with a person so loathsome. How many people have you hurt pathetically chasing your next adrenaline rush? How many lives have you ruined?"_

If what she was saying was having any effect on Tetrax, then he didn't let it show. His expression didn't so much as twitch. "Too many," he replied, barely louder than a whisper. Rook had to strain to hear him. "There's too much that I can't take back. Too many regrets and mistakes. I can't even begin to count. And all you have is the ones that I've been found guilty of. There's more. So, so many more."

Feet from him now, Patience suddenly stopped and let out a long, loud laugh. It sent chills down Rook's spine. ""Mistakes" _? Is that how you see them? No, a mistake doesn't cost lives. Shall we take a look at some of the people you've destroyed over the years?"_  There was a cruel look in her eyes that Rook was wholly unfamiliar with. She grabbed the pile of slabs that she had dropped a moment before, grabbing one at random. " _Ah, here's a good one! Anatase, mother of two, age twenty-five decades, found dead in her apartment by her boyfriend. All of her valuables were gone and her chest was torn open in a fit of sadistic brutality. But that must be a small price to pay for the mob boss you were working for, hm? She wasn't a person, just a tool to send a message. Who cares if she has to die?"_ Patience scoffed, reaching for another tablet.

Unmoving in his seat, Tetrax muttered something that Rook didn't catch. He put it out of mind, horrifyingly transfixed by what Patience was saying.

" _Oh, here! A business owner had his shop broken into a ransacked. Just for fun, I believe you said to the court!"_ Patience was practically snarling at him. " _His entire life's work, down the drain! His Credit value dropped so low that the only reason he wasn't in Terces was that he hadn't committed a crime! But, it was just for fun, as you say, wasn't it, Tetrax? Another in a long line of your little_ mistakes _."_

This time, Rook caught what Tetrax was saying. "Stop it," he mumbled through clenched teeth, staring at Patience with something alarmingly close to hatred in his eyes.

She ignored him. A new peranite slab was taken into her hands. " _You know, this one is a personal favorite of mine. Lavendulan, a little girl, barely aged eight decades. Found dead at the bottom of a river after a kidnapping just three days prior while her parents were out of the house. There was evidence of sexual violation. You didn't do that, though, you were just the delivery boy. Is that how you sleep at night, Tetrax? Comforting yourself by saying that at least you didn't do_ worse _?"_

Pain flashed in Tetrax's eyes, but it was quickly overflowing with wave after wave of frustration. " _I said stop it!"_  He snapped. Rook thought that he was going to get to his feet, but he stayed sitting with an extraordinary feat of willpower.

Unlike him, Patience held nothing back. She slammed the peranite slab into the side of Tetrax's face, unsatisfied with the shallow crack left in his skin as the detailed report split in two in her hands. " _Don't act like you deserve better than nothing,"_  she hissed. " _Did it make you feel better, Tetrax? Did hurting all of those people make you feel like you belong somewhere besides the gutter? Were those adrenaline rushes enough to make you forget that your daddy never wanted you and your mommy was a whore who would spread her legs for even the slim possibility of somewhere to sleep beside the streets and didn't give a_ damn  _how many children she'd already forced into the world? Could you ignore that she abandoned you in those streets? Pretend that you never had any siblings at all, that most of them_ didn't  _die of starvation before the first year was up?"_ She suddenly fisted her hand in the front of his shirt, yanking Tetrax out of the chair and off of his feet with ease. " _Was it worth it?"_ Patience snapped. And she spat on his face.

In a single, effortlessly fast move, Tetrax curled his hand into a fist and slammed it into her face. She didn't fall, but her grip loosened enough for him to drop back to his feet. " _Don't talk about me as though you have any idea what it was like,"_ he said with a worryingly calm voice.

He might have said more, but Patience was quick to recover, snarking back, " _You're right. I have no clue how shitty it must be to be you right now. And I don't care, either."_ She was quiet for a long moment, giving Tetrax a look that Rook couldn't characterize. It was almost appraisal. " _All of that it the past. I don't care what you've done or who you used to be. I want to know that you can be of service to this organization. Something is coming. We both know it. In the new world that I want to institute, you won't have to be ashamed of the past anymore. All I'm asking for is complete and unwavering loyalty."_

Tetrax, however, shook his head. " _I didn't agree to help you in search of validation or redemption. I've come to peace with what I've done in the past."_ Hesitation. True to her namesake, Patience said nothing as he sorted through his thoughts. " _I've lost my planet once,"_ he said carefully, testing the words on his tongue one syllable at a time before letting it slip. " _I don't want to go through that again. That's all this is. I won't pretend to be a good person. Not any more than_ you  _do, anyway. You're just the lesser of two evils."_

And, surprisingly, Patience laughed. Her lips twisted into a rueful smile. " _You don't even have that going for you, coward."_ She reached out her hand for him to take. " _Welcome to Arkein, soldier. I'm glad to have you."_

There was a pause. The two Petrosapiens on-screen locked eyes as some silent message passed between them. Tetrax didn't smile and he didn't say anything, either. He stuck his hand out, shaking Patience's hand firmly. The recording ended there.

Rook, who had been on the literal edge of his seat, suddenly collapsed. Dimly, he could picture his father reprimanding him for such poor posture, but he couldn't bring himself to care. The list of Tetrax's charges swirled in his head, gumming up his thoughts like adhesive.  _Murder, grand larceny, blackmailing, kidnapping…_ And so, so much more.

How could Ben consider this man an ally? More than that: a friend. Someone whom he would trust with his life.

Despite all that he had seen and experienced first-hand since becoming a Plumber, this left Rook well and truly at a loss for words. He stared at the blank computer monitor for a long time and one thought made itself known above all the others.  _The Null Void was too good for a man like Tetrax._

And what of Patience? What Tetrax had said left a bad taste in Rook's mouth. " _You're just the lesser of two evils."_ Then there was the way she had treated the interrogation. It might have been an interview, but that wasn't what her behavior said. Rook had thought her to be an upstanding magister, but to put her hands on the suspect, degrade and humiliate him, cut open those old scars and mock him for feeling lost and trapped and helpless… That didn't excuse any of Tetrax's many, many crimes, but that wasn't her call to make. Morality shouldn't have been brought in — there should have only been laws and Tetrax's consequences for breaking them.

But Patience didn't even give him  _that_  much, despite her clear loathing for him. Instead, she pardoned all of it with the simple act of offering a handshake. Rook had to grit his teeth in frustration. Tetrax ought to be rotting somewhere cold and dark, not strutting about with no consequences, as if saying that he had changed was supposed to mean something. Patience knew this. She had to.

So then, why had she so gladly accepted him?

Though he knew that Ben could handle himself, Rook couldn't help but turn back to the monitor that displayed the training room. Seeing their practices, Rook's bitterness no longer felt quite so heavy or disfigured. It felt justified. That alone should have worried him, but he latched onto that feeling. He had been right not to trust Tetrax from the start. And, when the time was right, Rook would  _definitely_ be taking his discovery to Ben.

A traitorous thought tickled the back of his mind.  _What if Ben already knew?_ But Rook pointedly shook the notion away. No. Ben was many things, not all of them positive, but he wasn't an idiot. If he knew half of these things, Rook doubted that his loyalty to Tetrax would be quite so unshakable.

Still, Rook wasn't an idiot, either. He would bite his tongue for the moment, difficult and painful though it might be. He wasn't going to risk their upcoming mission for this. Ben would be told, certainly, but in due time. Preferably, when the lives of millions weren't riding on them.

There was a knock on the door to the security room, startling Rook so badly that he almost fell over. By the time that he thought to close out of the deleted files he had recovered, it was too late. Patience herself stood in the doorway, her eyes locked on the one monitor that wasn't displaying a live camera feed. She pursed her lips but otherwise seemed calm.

Cleverly deceitful of her, but Rook wasn't fooled. He could see the frustration boiling beneath her skin and he shared in the feeling.

"Patience," he greeted in a clipped, professional tone. Stubbornly standing his ground, in no way apologetic for his actions, Rook held her gaze unflinchingly. He made no move to switch the monitor's display.

The bravado wasn't lost on her and she sighed. Stepping into the small room, Patience closed the door behind her with a quiet click. Oddly, Rook felt nothing. He probably should have been worried or at least regretful, but he only sat up straight and folded his arms over his chest, waiting for her to make the first move.

She did. "You saw the interview with Tetrax," Patience said. It wasn't a question.

There was no point in lying, so Rook nodded. "Yes. It was very illuminating."

Silent, Patience considered this. If she was angry, then she did a good job of not showing it. "I suspect that you're not happy with my decision," she remarked. Again, not a question. It didn't seem like Rook's answer mattered one way or the other.

That frustrated him more than anything. Rook bit back the shameful urge to growl. "I am only confused," he said in his best attempt to be cordial. "Tetrax is obviously lacking in moral standards and has been convicted of numerous first-degree felons. Why would a magister allow someone so untrustworthy to share in the intimate details of such a delicate matter?"

It hadn't been a joke, but it made Patience laugh all the same. Rook felt himself flush underneath his fur. "You're so naïve," she sighed once she'd calmed down. It might have been fond had it not sounded like she was speaking to a child. "The world isn't black and white, Rook. It's mostly shades of grey. Tetrax may be the color of ash, but he's skilled at what he does and if I can't trust him, I can at least trust his passion and his resolve that he's fighting for a good cause. He's  _useful_. Everyone is here because they're useful."

Rook clenched his jaw so tightly that it made his teeth ache. "And myself and Ben?"

There was no answer, but there didn't need to be. Patience smiled. "You remind me of myself a few centuries ago, still so young and foolish. Don't worry so much, Rook. Do your job. For the good of the planet, and your partner."

If it was a threat, then it wasn't a good one. But then, that wasn't the point. Rook watched as she turned to leave.

He bit his lip, looking down at his hands clenched tightly in his lap. This wasn't the first time that Rook had been a pawn. Hell, that was all he really was to the Plumbers. Expendable. Predictable. Useful, for a short while. But at least they had the decency to not make it so obvious. Could Rook live with it? Swallow his pride for the greater good of something bigger than himself? He thought of Sybil crushing the Plumber badge that he had worked so hard for, Ben's innocent and far-too trusting smile flashing to mind, and knew his answer.

"Stone-Cutter and Kirby," he blurted out before he could stop himself.

Already grasping the door handle, Patience turned back to him slowly, one eyebrow arched. "Excuse me?"

"Our codenames," Rook elaborated. "Mine and Ben's, respectively. I thought that you would like to know."

There was a beat of silence. Patience smiled at him, that same twisting look that she had given Tetrax at the end of his interview. With the poor video quality, it had looked off-putting. Right in front of him, illuminated by the sharp fluorescent lighting, it looked ugly. "Welcome to Arkein, soldier," she whispered. "The briefing is in the conference room in ten minutes. Be there." She left, and the door closing behind her resonated like a coffin sealing shut.

**Notes for the Chapter:**

> I did a lot of thinking about Tetrax's backstory and have come to the conclusion that he was not a nice guy. At all. I wonder what will happen when Ben finds out?
> 
> I hope you guys are ready for the next two chapters because they're _easily_ my favorite so far. Finally, I can get to the parts that I _want_ to write.
> 
> **Chapter Twelve: _Look Before You Leap_**


	13. Look Before You Leap

**Summary for the Chapter:**

> It wasn't long before the building fell away behind them. The night air was chilling after the heat of a fight and the darkened area was filled with flashing red lights and the shrill screech of the sirens. Even in shadow, Ben could tell that the factory was swarming with Plumbers.

Stakeouts, while portrayed as fun and exciting on TV crime-show dramas, were probably Ben's least favorite technique for catching a baddie — next to doing paperwork, no matter how often Rook swore on its importance. Not every gear in the clock could be interesting.

There were supposed to be waiting for the signal to head into the water treatment facility, but mostly, all Ben was gathering was that Petropia was really quiet at night. He thought distantly of all the warnings he had received about going outside after dark and shrugged them off. It was probably only superstitious nonsense fabricated to keep him in place.

Framed against the horizon, the facility looked like any other factory Ben could have seen on Earth. It certainly didn't look harmful. There were too many silos to count, tearing up from the landscape as though grown. Enormous pools of water peppered the land around the building. It was quiet and still, shut down for the night and most of its employees long asleep. Ben didn't blame them. Sleep sounded fantastic.

Ben muffled a yawn, reaching up to his ear to touch the clunky headset he was wearing. It was almost like a radio compacted into the shape of a drive-through employee's microphone set. It was, by default, synced to only communicate with the other three members of his team. They were with him, but Ben had found that Conway, Haslach, and Aurum didn't have the patience for a little conversation to stave away the boredom. Thankfully, with a crank of the dial, Ben could easily get into contact with Rook.

He never thought that he would say it, but he missed having Plumber badges. It made talking to each other much more streamlined.

"Hey, Rook," he murmured into the mic. "You still awake?"

There was a pause before Ben got a response. " _Pardon,"_  the voice of his partner answered, " _but I believe I missed who you were asking for. What was that name again?"_

"Oh, for the love of—" Ben sighed. "You're really going to keep pushing this? You can't be serious."

Even without being able to see him, Ben could feel Rook's smirk. " _I am always serious_."

The past two times that this had been brought up, Ben simply dropped the call and settled back to pout. But, as much as he loathed to admit it, he was tired of sitting in silence and staring at nothing. He rolled his eyes. "Fine…  _Stone-Cutter_."

Rook chuckled. " _I appreciate the clear effort, Dr. ET. Even so, we have strict instructions to keep this line open except for emergencies. Goodbye."_ And he cut their connection.

Eyebrow twitching with annoyance, Ben almost slammed his microphone into the peranite rocks surrounded him. He might have gone through with the urge, had Conway not suddenly smacked him on the shoulder. It was a relatively gentle tap, but Ben wasn't made of peranite and he had to resist the urge to rub his bruised joint as he turned to his teammate with a glare.

"They're on the move." Conway pointed over their peranite shelter to four figures sprinting near-silently across the flat plain. "Slugger must have gotten into contact with them. We wait five minutes and four seconds exactly, then follow. Understand?" He gave Ben a pointed and decidedly unfriendly look.

As tempting as it was, Ben swallowed his snarky reply to nod stiffly. "Perfectly."

Animosity made the atmosphere tense, but Ben was almost starting to get used to it. He ignored the way that Aurum was drilling a hole in the back of his head with his glower and focused instead on the group moving ahead of them.

It didn't take them that long to reach the facility. Entering through the front door was obviously a stupid decision though, so Ben was quickly back to watching nothing as they moved around to the side to crawl through an unprotected window on the third floor. They worked surprisingly well together after only two day's notice. Ben thought to his own group but, for the life of him, he couldn't picture any of them being a good match. He wondered what Patience must have been thinking when she designed their teams.

"Alright," Haslach spoke up, startling everyone else as she straightened into a standing position. "Our time is up. Let's hurry and—"

She didn't finish, as Conway suddenly grabbed her hand and yanked her back down to his level. "What do you think you're doing, Mirage?" He hissed. "You'll give away our position! We still have another fifteen-point-three seconds until we're authorized to move from this spot." He held up a digital stopwatch displaying alien numbers as proof of this.

Haslach — or, Mirage, as she was to be called when they were on a job — sneered right back. "Who died and put you in charge?" She snapped, yanking her hand free. "Fifteen seconds? What's that going to change? We're doing nothing but wasting time here when we—"

Her little rant was cut off by Conway jumping to his feet. "Time's up. Let's move," he muttered. Ignoring the fuming glare that Haslach sent at his back, he easily jumped the wall that they had been hiding behind and began a steady jog towards the facility. If he thought to wait for them, then he gave no indication of it.

Aurum muttered a curse that Ben didn't catch before following after. Not wanting to be last, the human followed him, but it didn't change much in the grand scheme of things. Haslach caught up easily, swearing under her breath and fueled by her indignancy with every step. The only good news was that, by pissing each other off, no one in the group seemed to notice Ben coming to the entry point several seconds after everyone else and struggling not to breathe any harder than normal. It saved Ben some taunting, but he couldn't help the worried crease to his frown. How were they ever going to complete the mission if they fought like this the entire time?

"Ah. Here we are." Conway looked up at the window on the second floor that was closest to their target room. As much as he clearly disliked doing it, he gestured for Ben to come closer and knelt down, cupping his hands together. "You're the lightest," he explained. It was an obvious statement of fact, but he still seemed to dislike admitting it. "I'll give you a boost and then you need to make sure that you grab the ledge. I can catch you if you slip, but the landing won't be any different than if you were hitting the ground, so be sure to open the window quickly."

In going through the entrance plan that Conway came up with, Ben had asked Tetrax to explain how to force a window open. Without setting off a silent alarm, it would be difficult, but Ben's current plan was to break the glass. It wouldn't have worked on Earth, but there had been something that Tetrax told him about the differences in security from planet to planet. It was all very boring to Ben, but the main takeaway was that they didn't set alarms on their windows. And even if they did and he set the alarm off, Ben mused that he could probably handle any amount of guards that tried to stop them. Conway could cover him long enough for the Omnitrix to be reactivated, then it was hero time. It wasn't like anyone  _actually_  thought that he was dead.

"Alright. Might as well go for it," Ben muttered the last part to himself as he stepped forward. Placing his foot on Conway's cupped hands, he steadied himself against the wall. The Petrosapien was kind enough to wait until Ben had his balance back to launch him upward.

It was hard to choke back the sudden panic caused by adrenaline, but Ben managed not to give in to the instinctual scramble for steady ground long enough to grab the ledge. He strained to pull himself up, mentally thanking Grandpa Max for forcing him through all of those training sessions with Rook. It wasn't that Ben  _wasn't_ fit, just that pull-ups required specific muscles to be developed and Ben was so glad that he had practiced.

The window ledge was barely big enough for Ben to stand on. He grabbed at the shallow grooves in the uneven wall to keep from toppling over as he slowly and methodically got one foot up and then the other. His heart was hammering in his throat, but Ben swallowed his unease and kept his gaze firmly fixed on the wall directly in front of him. Looking down would only make his already fragile balance start to slip.

Carefully, he peeled his fingers from their death-grip on the wall and reached for the pack on his back with his free hand. Patience had insisted that both Ben and Rook take a few supplies with them, to make up for their obvious physical deficiencies. While they were waiting to start, Ben had grabbed a peranite rock to stash in one of the side pockets. He reached for it, letting out a quiet breath of relief as he curled his fingers around the tool and brought it close.

The tricky part was breaking the window. Thankfully, the window glass was merely a thin sheet of peranite. Ben's rock was denser and heavier, so a few good knocks were all that it took for little shards to start breaking away. He drove his foot through the makeshift hole, finally managing to carve out a gap big enough that he could squeeze through. It came at the cost of ripping his shirt and pant legs, but at least he was in. On the positive side, there was no blood, and it would give more credence to his argument that he  _really_ needed a fresh change of clothes.

Safely inside, Ben forced himself to relax. No sense in being tensed. He started to look for something that could help the others up — maybe a ladder or a rope — but before he could find anything useful, the sound of shifting rock greeted him from outside. Ben peeked outside, jaw dropping as the indignation of what he was seeing sunk in.

All three of his teammates were on a tall, cylindrical peranite structure that Conway had raised from the ground. They all looked smug, but Conway was practically beaming in delight. He looked like his birthday had come early, stepping off of the platform and through the window with his chest puffed so far out that he appeared about ready to burst.

While Aurum paused to offer Haslach his hand, helping her step through the broken glass, Conway almost immediately strutted over to Ben. He actually  _strutte_ d.

Even though it was playing right into his smug hands, Ben couldn't bite his tongue fast enough to swallow his shocked outburst. "What the  _hell_?" He snapped. "You mean that you could have done that at any time? Then— then what was the point of making me do it the hard way?"

Conway faked a look of insult. Had he not had diamond-hard skin, and had Ben been a less kind person, the human would have slapped him for that. "To test your conviction to the cause, of course! We still don't know for sure if you can be trusted. And…" His eyes flickered with a certain  _schadenfreude_  as he took in Ben's haggard state, smirking. "...you have to admit, it was pretty funny." Finished, he ignored Ben completely and turned to the other two.

Haslach had taken it upon herself to gather the broken bits of glass left on the floor, willing the shards to meld back together as she artfully remade the broken window. Not a shard was out of place. Her effortless, easy control had Ben feeling a little awed. He was never very good at using Diamondhead for subtle, small constructions. The bigger ones were always easier. He wasn't about to ask Haslach for advice, but he made a mental note to try it for himself once he got back to Earth and this whole thing was behind him.

"Ready to continue?" Conway asked impatiently. That earned him a glare, but Haslach said nothing and merely finished her work before turning to their de facto group leader. "Great. The target area is down this hall." He gestured with two fingers to the path that followed the perimeter of the main building. "Let's go. K-9, you have a small time slot to replace your guard. Are you prepared for it?"

Responding to his codename, Aurum nodded. "Ready," he said crisply. Ben had only known him for a day or two, but he could already tell that he was a man of few words.

The rest of them fell silent, moving stealthily down the hallway. There weren't many cameras in this section of the building. Ben could see why Patience would have found it suspicious that there were so many clustered around one room. Speaking of, Conway suddenly stopped them a few feet from the next corner. He pointed to the camera pointed away from them, nodding to Haslach.

From a containment area in her armor, she removed a small, compact tablet like the one Sybil had been carrying when Ben first met her. He wasn't sure how hacking worked, but after a solid minute of tense and uncomfortable silence while she tapped away, the cameras in the upcoming hall drooped. Still, even though they were off, Conway gave no gesture for them to continue. If anything, he only grew tenser, so Ben quelled his impatience and settled in to wait.

They didn't have to stand there for very long. Another minute ticked by and then he noticed the flicker of a flashlight from around the corner. Most likely, it was the guard that Aurum was supposed to handle. Ben couldn't see him, but there was muttering as he apparently inspected the broken cameras.

Silently, Conway gestured with two fingers for Aurum to move forward. He did, keeping pressed to the wall and low to the ground as he eased his way to the objective. The three of them remaining behind held their breath. A moment later, there was a heavy thud and a weak groan, then nothing. They gave it another few seconds to be certain, then Conway finally peeled himself away from the wall and gestured for them to continue.

Aurum had the unconscious guard in his arms, gently lowering him to the floor with one hand as the other melded from a large hammer back into his fingers. He said nothing to their group, opening a nearby door to reveal a neat closet. Already, he was working on getting the uniform off so that he could continue the guard's post.

While he worked on, Conway directed their group forward. There was a door waiting for them that was significantly more daunting than the one for the broom closet. It was heavy metal with a small security scanner connected to the side. One of the deactivated cameras was pointing directly at it. Seeing the scanner, Haslach muttered something in her own language that was probably a swear but got to work without protest. Conway stood rigid, eyes darting impatiently around the quiet hallway. Thankfully, he said nothing.

It took some time, but the scanner finally beeped and the door popped open. "Thank God," Ben sighed. None of the lights were on, but he didn't hesitate to slip inside. Waiting for Conway's permission every time he wanted to breathe wasn't the hero's style.

With an irritated huff, Conway followed. Instead of turning on the lights, he unclipped a clear cylinder from his hip. Shutting the door behind them, he shook it hard. To Ben's surprise, the resulting light was remarkably bright. It lit up enough of the surrounding area that all four walls came into sight. Petrosapiens had decent night vision from Ben's experience, so he wasn't worried about Conway tripping over the floor or something.

Directly in front of them, there was an impressive bank of computers. Stacks of peranite tablets covered every inch of the countertops and there was an enormous microscope on the far wall. Ben thought that Gwen would have loved fawning over it.

The most interesting feature of the room, however, was the metal wall that lined the right side. A pull chain was dangling from the ceiling close to it. Stepping lightly, Ben crept over to it. Conway was hissing something about the computers being the priority, as this  _clearly_ wasn't the room where the Red Sleep was being processed into the water, but Ben was no longer listening. He reached up, grabbing the handle attached to the chain. With almost no hesitation, he pulled.

The wall began to fold up like paper, peeling away as it dragged itself open to reveal an entirely new part of the room. It was surprisingly quiet, creaking and groaning but going smoothly. At first, all Ben saw was blackness stretching out in front of him, engulfing a seemingly insignificant section of the room. He almost dismissed it but, as Conway grew closer with impatience and his light source reached the uncovered area, both of their jaws dropped.

In front of them was something that could only be described as a large-scale manufacturing facility. A conveyor belt ran along the walls and crisscrossed through the middle of the floor. Ben couldn't see where it started but assumed that it had to be coming from the half of the factory that was still cast in shadows. The set-up wasn't moving, but it was lined with empty, curvy containers that Ben recognized as the water bottles from Terces. It took him a moment to piece together that there were actually several conveyors. They all processed water. Above, a handful of water drips hung from the ceiling, no doubt being fed by the purifying pools outside. More concerning, was the opaque steel box bolted into place on the side wall. There was angry-looking Petrosapien writing printed on it and what looked like a warning symbol. Pipes came off of it, feeding into the water drip.

Ben felt his body go cold. It didn't take a genius to figure out what  _that_ was for.

"We need to put that thing out of commission," Ben muttered to Conway, pointing to the metal container. "Actually, do you have any ideas about how to open it? I want to make sure that it's actually dangerous before we destroy it." He had made enough mistakes in the past to know that  _some_ precaution was probably necessary.

Instead of immediately agreeing and moving to help Ben out, Conway crinkled up his nose in distaste and looked at the human like he was an idiot. "Forget that, Tennyson. Short-sighted, as always. Patience wants the information from the computers before anything else. If we wreck that, they'll likely have it going again in a day or two. How is that going to help anyone? It's more important that we get some details about why they're putting Red Sleep venom in the water."

The absurdity of his statement almost had Ben doing a double-take. The notion that there was a  _flaw_ in his plan to save cities full of people from a poison that would  _cripple them from the inside out_ almost made Ben laugh. The only reason he didn't was that he had a sick feeling that Conway wasn't joking.

He clenched his jaw against the urge to argue. If the look on Conway's face was any indication, he was being stubborn simply to be contrary to Ben. They were only going to waste time by arguing. " _Fine_ ," he snapped quietly. "You do your method, I'll do mine."

It seemed like a fine compromise to Ben. He started towards the stairs that would take him to the subsection, only for Conway to suddenly grab him by the forearm tight enough to bruise. " _Don't_. We need this to stay quiet, like we were never here. You can't start tearing apart machinery because you've got some sort of hero complex."

Saying that Ben was surprised would be an understatement. He swore that his eyes  _were_ really bugging out of his head, too taken aback to reply for a solid minute. " _What is wrong with you?_ " Ben managed. He tugged his arm free of Conway's hold. "'Complex'? I've saved the  _universe_ at least twice in the last year alone! And now you're going to try telling me that keeping poison out of the water supply gives me some kind of  _complex_?"

They locked glares, each unwilling to back down. Ben was the one to break it, eyes darting towards the steel box bolted to the wall. He could see Conway reaching for him again, so he quickly back-stepped and turned a neat ninety-degrees. His injured ankle protested but Ben grimaced through it and started running without breaking stride.

There was a shout of frustration from Conway, but Ben was no longer paying him any attention as he darted for the wall. He barely got two steps before he was roughly grabbed by his pack. Ben didn't hesitate to shrug it off, ducking into a roll as Conway made a grab for his shirt. He was quickly back on his feet, running as fast as he could. From his pocket, Ben grabbed the rock that he had used on the window and threw it as hard as he could. Even so, he was taken aback to see the rock punch through steel like it was tin-foil. That wasn't what made him stop, though.

What made him stop was the red flashing lights and blaring alarm.

It sent his ears ringing, but Ben ignored it. He steadied himself and stumbled over to the hole he had made. Inside, thanks to the weak lighting he had, he could see vials of a red-tinted liquid and tubes filled with the crawling vines of the Red Sleep. The sight made him feel sick.

There was no hesitance. Without thinking about it, Ben was reaching for the Omnitrix.

By that point though, Conway had caught up to him. He had his hands clamped over his ears, body tensed like he was stuck in a permanent wince. Right. Ben remembered Diamondhead having pretty good hearing — better than a human's, anyway. He thought about feeling bad for Conway, but honestly, Ben couldn't muster much sympathy.

"What are you doing  _now_?" The Petrosapien shouted to be heard over the alarms. "You've already  _ruined_ the operation! We need to get out of here!  _Now_!"

Ben didn't spare him a glance. He activated the dial of his Omnitrix, automatically turning it back on. "Then go!" He shot back. "I'll catch up on my own once I'm finished with what will  _actually_ help people!"

His time was limited. Ben had no idea how long it would take for guards to show up and he didn't want to stick around long enough to find out. Conway was saying something else, sounding angry about it, but Ben was no longer listening.

"Alright," he mumbled to the dial, "give me something that can use fire.  _Anything_." Ben selected without looking and slammed the core back down.

It was over in a second. Heat engulfed him, melting his skin and bones and reforming Ben to be taller, stronger. His hair burned away, then went his nails and eyes. Painlessly, his skin cracked into deep fissures and flames leaped from every inch of his body. When the flash of light faded, Heatblast didn't hesitate to punch his fist through the hole he made earlier.

His punch cut through the tubes like a knife through hot butter. They were made of some sort of synthetic plastic and burned almost immediately, crinkling and curling up with a God-awful stench that made burning rubber smell like daisies in comparison. The plant inside shriveled up as soon as the flames licked at it. The fire chased up it, killing the Red Sleep on its way, and disappeared through a hole in the wall to another room.

Heatblast put his hands on either side of the small hole, the steel melting under the intensity of his grasp. His flames always  _were_ hotter when he was angry. With a grunt of effort, Heatblast shoved the metal apart, bending it like paper, and ended up making a gap that was wide enough for him to step inside of.

The vials of venom were untouched, but not for long. Heatblast grabbed two handfuls of them, attempting to melt them in his palms. He had no idea what the melting point of peranite was, but it didn't matter. Even if he couldn't break them, the poison inside began to heat up, reaching boiling point inside of their little containers, until it was so hot that it didn't become steam — it was simply gone. Grimacing, Heatblast dropped the empty vials and reached for the rest. The more he grabbed, the angrier he became. If he ever saw Argyle again, the hero wouldn't hesitate to put a hole in  _him_.

Only once all of the vials were empty and on the floor did Heatblast turn his attention to the small hole where the thread of Red Sleep had grown from. The wall was peranite, so he couldn't exactly punch through it, but it was then that he noticed a small hatch next to it. Most likely, it was used for maintenance. He seethed at the thought.

There was a shrill beeping sound as the Omnitrix timed out. Ben settled back into his own skin, so used to it that he didn't even falter as he placed a hand on the door. A quick glance over his shoulder told him what he already expected — that Conway was gone. There were no guards, but Ben didn't know how much longer luck would be on his side. He opened the door and blinked dumbly into the pitch-black room. Maybe he should have stayed as the torch alien.

He stepped inside anyway, pressing the dial for the Omnitrix again. Ben didn't make any selection, holding the dial up and using the green-tinted light to see as he shut the small door behind him. The flashing lights and whirring siren were gone, smothered by the private room.

There wasn't much to look at. Though Ben hesitated, he settled his left hand on the connecting tube and used it to guide himself forward. It was slow-going in the dark, but Ben was surprised to feel another tube connecting to the one he was holding. With his right hand, he stuck it out to the side, feeling another cluster of tubes. All carrying the Red Sleep, no doubt. Ben swallowed thickly. Maybe it was a good thing, then, that Conway hadn't followed him. If one of these containers burst, well… Ben disliked the guy, yes, but he didn't want him  _dead_.

Going alien felt like overkill when all Ben really wanted was to see better. He brought the dual close to his face with a curious frown. The finished Omnitrix could tell time like a normal Earth watch, something that Ben had never complained about. If Azmuth was considering practical needs for Ben as a person, not just a hero, then was it possible that…?

On a hunch, Ben twisted the exposed core to the side, the same way that he did when he wanted to know the time. He turned it a little further. To his delight, the glow from the Omnitrix shut off and, instead, a focused beam of green light cut through the dim, bright enough that Ben could see several feet in front of himself easily.

That was where his excitement ceased.

In front of Ben, dominating the center of the room was what could only be described as a tangled complex of tubes and plastic. And ash. The giant container from which all of the connectors sprouted off — easily twenty feet along every perimeter — was filled to the brim with smoke and ash, to the point that it still felt hot as Ben approached. He didn't touch the cube. It felt filthy, like he was contaminated simply by being so close to it. For a few seconds, Ben forgot how to breathe. It didn't take a genius to figure out how much Red Sleep must have been housed in that thing. He could faintly make out burned remainders of the plant scattered among the ash lining the container's ground.

But it didn't stop there. More tubes lead off of the center — more than Ben knew what to do with. They speared the ceiling and floor, connected to the outside and inside walls. Patience had been wrong. The two rooms that she found were only the biggest producers. There were others — smaller, but that made no difference in Ben's mind. He stood fixed to the spot for a long time. His mind simply could  _not_ wrap around what he was seeing. This was still only one processing plant. The sheer scope of this, the money and power and influence it must have taken,  _all those people_ … It was too much.

Anger settled, hot and burning, in his chest. Suddenly, all Ben wanted was to hurt somebody. He had burned all of the Red Sleep, yes, but that didn't undo all of the damage that had already been done. Worse, now he could be certain that it was being done on  _purpose_. It wasn't some mistake or the result of negligence. This was  _designed_ to cripple and ruin innocent people.

There was the sudden sound of a door being pounded against. Ben pointed his makeshift flashlight towards the source of the noise. Against the wall, there was a set of stairs that led up to a door made of solid steel. As furious as he was, the adrenaline made Ben a fast thinker. The guards must have finally arrived. Good. Maybe fighting something would make him feel better.

Ben's choice was obvious. He twisted the Omnitrix back to its normal setting right as a Petrosapien shoved their hand through the steel door. While they peeled it away, Ben slammed down on the dial pad.

His body shrunk more than half its original size. Ben felt his insides tingle and his breath came out as a soft exhale as his lungs and muscles and bones dissolved. His skin was pulled taut and rubbery, his skull flattening and arms lengthening until he stood in the darkened room as Echo Echo. Maybe it was cruel, but in his experience, peranite could shatter pretty easily with a well-placed soundwave.

Light filled the area as the guards activated their shoulder-mounted flashlights. Echo Echo tensed to release a scream, only to pause at the last second.

"Ben?" A voice called out, and it took him a moment to recognize Mantle's voice. "I know you're in there — we can track the Omnitrix's signal. The Magister is here, too. Are you being held against your will at all?"

That almost made Ben snort, but Mantle sounded so unlike himself — as though he truly, desperately  _hoped_ that Ben was being manipulated instead of destroying property of his own volition — that he swallowed his indignation. He said nothing, watching the Corporal enter the room with a detached look. The cadets weren't with him, Ben noticed. Instead, his backup was much more battle-hardened and serious-looking — five others in total. Ben wasn't an idiot. These people may have called out for him, but they had come expecting to fight.

Good.

" _Go away, Mantle_ ," Echo Echo dismissed him, his tiny voice rattling in the open room. It sounded more metallic than usual. " _This isn't about you._ "

That argument didn't go over well with the Corporal. He took one look around the room, eyes dragging over the smoldering hole in the wall and the ridiculous amount of ash filling the plastic cube, and his expression hardened. His hands, already holding his weapon, shifted so that his finger was hovering over the trigger.

"We thought you died. In the explosion," he said carefully. If Mantle was at all relieved to find out that it wasn't true, then he hid it well. "Where is Rook?"

" _Away_ ," Echo Echo stated shortly. " _You should be, too. I know what I'm doing._ "

Mantle looked supremely unconvinced. "From where I'm standing, it looks like you're breaking and entering and causing damage to government property. You've already destroyed…" He gestured listlessly to the container that used to house the Red Sleep. Not that he knew that. "...whatever that is. Likely, it'll be costly repairs. That's already grounds for prison on our planet." And, to his credit, Mantle did seem a tab bit regretful. "I told you that you're not on Earth anymore, Tennyson. You're breaking our laws, so you have to be punished accordingly. That's justice."

That time, Echo Echo actually did snort. " _You have a really black-and-white view of "justice." I don't think that I need to say it, but I won't be coming along quietly."_

All Mantle did was clench his jaw. "Then we're done talking."

The walls came crashing down. Literally.

Barely managing to dodge the peranite projectiles ripped straight from the room itself, Echo Echo ducked and weaved. It was only thanks to his small size that he avoided the onslaught unscathed. Steady on his feet, he managed to spot the next attack. Releasing a short sonic wave, so high frequency that no one in the room could hear it, Echo Echo burst them into shards in mid-air, one after the other. They glittered in the low light, falling as harmlessly as snow at his tiny feet.

Without comment, two of the nameless Plumbers dropped from the top of the entrance stairs to the ground. Echo Echo turned to face them — even as he did, he split into two, then into four, then eight. Even with so many consciouses to juggle, Echo Echo was focused. The goal was to win the fight. All other thoughts were filtered out.

Three of him tackled one of the agents, another few jumping on the other as the leftover two turned their attention to flying projectiles. The sound of exploding crystal filled the air, the smell sharp like burning hair and making the room heavy. Echo Echo knocked down one of the agents, standing on the man's chest as two of his copies struggled to pin him. It wasn't an easy target, but at point-blank range, Echo Echo's scream carved a deep fissure down the middle of his face, from forehead to chin. The man was unconscious long before he could scream. He turned his attention to the other Plumber, who had crushed one copy and tore another in half just as Echo Echo turned to look. Three steadied to fight, a fourth still clinging to the woman's leg, when the ground buckled.

From above, the three indistinguishable Plumbers still standing with Mantle turned their attention to the floor. Their wrists flicked harshly to the size, carving out a perfect circle through the web of tubes. Then, in sync, their three hands curled into a fist and all hell broke loose.

The sound was like nails on a chalkboard, styrofoam rubbing together, forks dragging over a porcelain plate, and somehow  _worse_. The peranite circle crumbled and then collapsed, as though a massive force had punched it. Everything fell with it — clones and Petrosapiens and machinery. It crashed through the floor below and the building's foundation, then further, slamming past the planet's surface and carving its way so deep that even its ungodly noise could no longer reach out.

One Echo Echo stood on a plastic tube overlooking the cavern. Another was across from him, loosely holding another tube with one hand. They looked at each other in surprise. There was silence, but only for a moment — the lull was broken when a peranite shard cut through the air between them.

" _Tennyson_!" Mantle shouted, furious. He abandoned his post by the door to drop down to what was still intact of the floor. His fingers melded together to form jagged spikes in place of hands, shooting scarily accurate shards towards the remaining duo. "Surrender now and come peacefully, or we will be forced to hurt you!"

There was a short squeal as one of the Echo Echoes was hit square in the chest, disappearing in a rush of noise as his synthetic body crumbled. The last one used the plastic tubes as monkey bars, swinging from one to the other and leaving a mess of peranite fragments stabbed through plastic in his wake.

Then, from below, "Ben!" Echo Echo looked down, through the hole in the floor, and he had never been so relieved to see Rook. His partner, peering at him through the cloudy air and jagged chunks of the floor that were still hanging on, gestured for him to drop. "We need to leave immediately! As in,  _now_!"

Mantle stopped at the edge of the hole. He glanced at Rook before turning his glare to Echo Echo. At first, the hero didn't understand why Mantle wasn't forming himself a platform of peranite over the gap so that he could reach Ben. Then the man inclined his head. It might have been a twitch or even imagined, but in that split-second, an understanding passed between them.

With an approximation of a smirk on his lips, Echo Echo tapped two fingers to his temple in a mocking salute. " _Maybe next time, Corporal_ ," he remarked. Then he dropped.

It was a short fall. Rook cursed but stuck his hands out just in time. Echo Echo landed in his palms with an unhappy grunt, giving his partner a pointed look.

The Revonnahgander rolled his eyes, clearly too frazzled and irritable to care much. "I am not going to dignify that with a response." He drew the Sonorosian closer to his chest, turned sharply, and ran. And, damn, Rook could  _run_.

It wasn't long before the building fell away behind them. The night air was chilling after the heat of a fight and the darkened area was filled with flashing red lights and the shrill screech of the sirens.

Both of them were silent as they made their not-so-subtle escape. Even in shadow, Echo Echo could tell that the factory was swarming with Plumbers. They were so busy on their task that they didn't think to look out to the open flat land.

 _"We need to go back_ ," Echo Echo announced suddenly, pulling back to look Rook in the eyes. " _They said that Argyle is here. He needs to pay for this._ "

Rook shook his head. "You cannot, Ben. Whatever he deserves, he will receive, but not today. Not now. You would be found and captured before you could get anywhere near him. Even you have your limits." His eyes narrowed. "And you know that killing him now will not help us find the location of all those still missing. You're being irrational."

 _"Of course I'm being irrational!"_ He screeched back, ignoring how Rook winced at his pitch.  _"You didn't see it, Rook! There was so much of that stuff and I doubt that I even got it all. After what he's done? Death isn't enough for a guy like him."_

His partner said nothing, of course. He wouldn't give Ben the encouragement to kill someone, even if they both agreed on it. First and foremost, Rook's morals came from the Plumber handbook. Argyle would be killed only after he was arrested and his punishment decided before a lawful court.

Sometimes, Ben admired Rook's convictions. Other times, they made him want to slam his head against a wall.

By that point though, they were too far from the factory for Echo Echo to get there on his own. He glared at the retreating silhouette, imagining Argyle's face when Mantle informed him that they were alive. Ben hoped that he was scared.

Eventually, Rook did stop, but only once they were far enough that the alarms faded into the night. He ducked behind a jagged outcropping of rocks, barely even breathing hard. Not a moment too soon, as the Omnitrix suddenly started beeping. Echo Echo jumped to the ground, straightening back up as the transformation that returned him to human washed over him. The feeling was normally welcome after an adrenaline-fueled fight, but Ben found himself grimacing as his ankle protested. Right. He had forgotten that Echo Echo didn't have bones. That sensation had been amazing.

Swallowing a sigh, Ben turned to his partner, only just remembering to turn the Omnitrix back off so that he couldn't be tracked. "We need to find the others," he said stiffly. "Patience needs to know about what happened in there."

"I couldn't agree more," Conway's voice called from behind him.

Both Rook and Ben looked to him, watching him slide smoothly down the steep peranite formations surrounding their little alcove. After him, the others came. Ben was glad to see that Haslach and Aurum were fine, following Conway with twin looks of annoyance. Rook's team — the three Petrosapiens that Ben didn't know the names of — hesitated at the top before giving in and coming to join the others.

"You made it out," Ben remarked with a note of relief as he looked between his three teammates. "You didn't run into any Plumbers, did you? And you guys aren't hurt—?"

Conway's glare only intensified as he held up a single hand, the universal gesture for " _shut up._ " And Ben, being the considerate listener that he was, did exactly that. "We're fine," he stated as if it was insulting to have to say as much. "No thanks to you. I know you get away with a lot of stupid shit because you have a big name backing you up, but just because the Plumbers let you endanger your teammates to further your own ends doesn't mean that I'm going to sit back and watch you get away with  _ruining_ the entire operation."

" _Ruin_?" Ben bristled at the accusation. "I was trying to help people! You're the one who was all,  _"oh, the procedure! But our orders!"_ Explain to me how that's doing  _anyone_ any favors when those in the city where you live are going hungry, and those who aren't are dying anyway!"

It was clear that Conway was struggling to keep calm, but he wasn't doing it very tactfully. He was shaking, hands curled into fists so tight that Ben could hear the peranite cracking.

Next to him, Rook had gone stiff. "Ben…" He warned, jerking his head like he expected his partner to let it go and take a step back.

On a better day, Ben might have dropped it — but not in that moment. Not after putting up with  _everyone_ treating him like dirt for over a week. He didn't even spare the time to feel guilty about it.

"Frankly," Ben said loudly, mockingly, and even the other Petrosapiens were looking nervous, "I find it hard to believe that you can do  _anything_ without being told to first! You complain about me nonstop, but unlike  _you_ , I've actually saved people!  _Billions of people!_  What have  _you_  done? I'm surprised that you've even kept yourself alive this long, let alone your sister!"

That was the last straw. Ben knew that it would be. A furious snarl left Conway's mouth — a noise that Ben had never known Petrosapiens to be capable of — and he launched himself toward Ben with genuine loathing in his eyes.

There was a flurry of movement, all in slow motion. Rook, frozen in surprise, Conway, reaching for him with fingers pointed into daggers, the others, torn between stopping it and settling in to watch. Even as Ben retreated, his rational mind knew that he wasn't fast enough. His own fault, for not expecting an attack. He stepped back, his bad ankle twisting out from underneath him, and Ben wondered if this was really going to be what finally ended him.

Time snapped back into place and, with it, Ben's stomach was left several feet away when he had been standing moments before. Not literally, though. Thank God.

Rook looked ready to kill someone. His ears were flattened back against his skull, teeth barred and his lips thinned into an ugly snarl. Every hair on his body was standing up straight. He had a hand on Ben's arm, grasping the crook of his elbow, and his grip was tight enough to make the human wince. It only tightened when Ben shifted to get his feet steady again. He had already been pulled out of the way by Rook — he didn't need help standing, too.

As shocked as Ben was by what had happened, Conway was even more surprised. He stared at Rook with a mix of concern and fear. Clearly, he had never seen an angry cat before. After a moment, Conway carefully raised his hand. Rook  _growled_  — a horribly unsophisticated noise — and squeezed Ben's elbow until the hero let out an involuntary hiss. It didn't make Rook loosen his hold.

But all that Conway did was calmly hold his fingers up to his face. The sharpened edges, Ben realized, were wet with blood.

Perturbed, the human frowned, raising his free hand to gently trace his cheek. Sure enough, his fingers came away smeared with red. The cut stung but it didn't feel deep. Ben touched it again idly, lips parted ever so slightly in an inaudible,  _"oh."_

The sight of blood seemed to snap Rook back to himself. His hunched posture straightened and he let go of Ben immediately, as though burned. Still, his fur didn't want to lie flat and he didn't look away from Conway for longer than a second as he fished around for something in his armor pack. A small, square cloth was pressed uncaringly into Ben's hands. The teen expected Rook to apologize for his behavior, but he didn't, opting to say nothing.

So, Ben spoke instead. "Rook?" He tried. "Are you…? I mean, what's wrong?"

His partner fixed him with a look of contempt, struggling not to bare his teeth. "I am  _so_ tired of this," was all Rook said. He gestured at everything around them, but the glare that he gave Ben before turning and marching off was nothing short of an accusation.

Ben stood with a throbbing ankle and a bruised ego, as confused as everyone else. For the first time since the tentative start of their partnership, Ben wasn't sure if he should follow.

**Notes for the Chapter:**

> Finally, a real fight — in more ways than one. Everyone's mad at Ben and it's only going to get worse from here.
> 
> **Chapter Thirteen: _When it Rains, it Pours_**


	14. When it Rains, it Pours

**Summary for the Chapter:**

> At first, Ben only looked confused and a little annoyed, but as they locked eyes, that doubt faded away. Rook felt something desperate clawing in his throat, his thoughts a single-minded chant of, _"no, no, no, no."_
> 
> "Rook?" Ben's voice snapped him back to reality, but everything was still so cold: the table beneath his hands, the air in his lungs, the heaviness in his chest. His partner sounded worried and, maybe, the slightest bit scared. "What is she talking about? Tell me what?"

**Notes for the Chapter:**

> A shorter chapter, yes, but what an important one! I've been waiting for this.

Up until the alarms went off, Rook's team had been handling their part of the mission with ease. In through the window, down the hall, first door on the left. Simple. It had seemed almost too easy. With Xo'onotlite monitoring the cameras and stationed as a lookout, Cancrie handling any guards near them, and Boulder backing him up, Rook was confident in their ability to slip in and out before anyone knew that they were there.

Their target room had ended up being a normal production chain, apparently specializing in an experimental type of mineral water for more wealthy citizens. From a business perspective, it explained the high security. Recipes were not to be trifled with.

Regardless, Rook helped himself to their computer and combed through the data. It was mostly insipid nonsense about the chemical reactions that certain minerals had when exposed to H2O, but there were a few interesting bits that Rook downloaded to browse the next time he had monitor duty.

It was a bit hard to focus at times, though. Rook tried not to be separate from Ben during missions and he disliked the knowledge that his partner was dealing with the Red Sleep toxins alone. Sure, he had a team, but Ben had ranted thoroughly about how  _unfair_  it was to be stuck with Conway only the night before. It wasn't that Ben couldn't handle himself, but he fought best when he had a team member or two that he could trust and who, more importantly, could keep up with the Omnitrix. Conway was many things, but a good partner for Ben was not one of them.

So when the red flashing lights cut through the dim and whirring alarms started up, it wasn't surprising for Rook to have his first thought go to Ben.  _Of course_  he would be the one to set off the alarm.

And, of course, Rook ended up getting them both out of there before the Plumbers could outmatch them. It made Rook feel queasy to be running from the people whom he used to consider unquestionable allies, but the sensation was overshadowed by an unmistakable pang of annoyance.

Why did it always have to go like that? Rook understood that expecting missions to go as smoothly as they had during Academy simulations was incredibly naïve, but it was as though misfortune hovered around them like a shadow. It would be nice for one mission to happen according to plan. Or for them to visit an alien planet without finding themselves thrust into a crisis. It might have been wrong to blame Ben for something like that but, childishly, Rook found himself pointing fingers. Life had been perfectly scheduled and predictable before he was assigned to be Ben's partner. He wondered if, had he known what he was getting into, he would have refused the opportunity.

Biting back his frustration day after day wasn't helping. The resentment — the selfish but undeniable feeling that Rook had been personally  _wronged_ somehow — curled under his fur and skin like an awful itch. And when Rook got both himself and Ben out of the factory only for his partner to almost get himself killed  _again_ , he couldn't take it. The last thread of patience snapped.

It was  _always_ Ben. All the trouble, all of the unpredictability, all of the  _mistakes_. Was starting a fight with a violent Petrosapien really worth the moral high ground in a petty argument that he could have easily walked away from?

"Why can you never think ahead?" Rook snapped when Ben caught up with him. Coming after him was another thing that he shouldn't have done. When calm, Rook could control himself and choose his words carefully. He didn't want to say something that he would regret. He was struck by the thought that he didn't  _care_ anymore.

His partner was confused and hesitant, but as determined as ever. Rook hated to admire that about him. "Look, I'm sorry. I didn't mean to start a fight, I'm just…" Ben struggled for the right words. "I'm tired of being treated like I'm the bad guy," he admitted.

"And I am tired of cleaning up your messes," he shot back. "For once, I would like to have a plan that we actually follow through on. It cannot really be that difficult to follow instructions, Ben! There are other people here who are relying on us in the thick of the mission, and yet you can still only manage to think about yourself!"

How hypocritical. Rook was mad at Ben for starting a fight and yet, there he was, doing the exact same and feeling angry that he couldn't even enjoy the look of shock on his partner's face.

" _Selfish_? I was trying to help people!" Ben gestured wildly with his hands. "What is it with everyone  _saying that_ about me? I've always done the best that I can!"

Rook shook his head. He didn't want to hear genuine excuses and reasonable points. It was easier — and more satisfying — to be mad at Ben. "There are better ways to go about it," he said tensely. "One day, you are going to get yourself killed acting like that. You are not invulnerable, Ben! I am tired of always worrying that the next time you recklessly jump into a fight will be the last!"

That gave Ben paused. His indignation faded and he looked away, uncomfortable. "...you sound like my parents," he muttered, barely loud enough for Rook to hear.

Maybe that was his way of apologizing and opening up. Maybe Ben had hoped that this sliver of vulnerability would be enough to make Rook falter and consider what he was saying. It didn't. "I am starting to feel like a mother," Rook said instead, irritation in his words. "I should not have to babysit you. You are almost an adult, Ben. Start acting like it."

If his words had any impact, Rook didn't stick around long enough to see it. He turned sharply and angrily marched off to the rendezvous where their two groups would be picked up for transport back to the base. His thoughts stayed a steady stream of curses and rants all the way there and all the time that Rook spent waiting for the others to catch up.

Ben didn't go after him that time. And when he eventually did show up, lagging behind the quiet and subdued group of Petrosapiens, he sat as far away from Rook as possible and said nothing.

A part of him wished that he could find satisfaction in it, but Rook felt none. As his anger faded and left his chest cold, all he had was regret and apologies that he forced himself to swallow.

Eventually, a truck did arrive. The ride was cramped but, unfortunately, the discomfort wasn't enough to distract Rook from his turbulent thoughts. With their short fight over and the dirty laundry aired, Rook felt conflicted. Nothing he had said had been untrue, but his only fights with Ben had either been staged or a difference in opinion that they could both keep respectful. They had never fought this way before and Rook was left to grapple with the fact that he really didn't like it.

But was he going to admit that? Absolutely not. Rook stood by the idea that it was all Ben's fault and, at least for the time being while he worked out his thoughts, he would accept the distance between them.

Once at the base though, Rook found himself preoccupied with something else. Namely, Patience's absence.

Their instructions were to wait in the conference room to inform their leader of what happened over the course of the mission. A simple enough idea, but there was a problem. Patience wasn't there. Everyone else had returned from the mission. The miscellaneous Petrosapiens who had helped them sneak past security from behind the scenes were there, already carrying on their normal business. What was especially odd was that Tetrax was missing, too. Neither of them was in the base at all.

As a result, the conference table that they sat around was thick with tension. Everyone held the silent worry that something had happened to them. It was hard not to think of kidnappings or assassinations when two of the most influential members of their movement failed to show up.

"Should we go look for them?" Xo'onotlite asked after a solid fifteen minutes of silence. She looked to the door anxiously, but there was no change. "If they were captured… We can't just leave them."

Across from her, Conway made a bored noise, morphing his fingers into little daggers and back again in order to have something to look at. "The protocol for matters such as these is clear," he drawled. "The situation is out of our control for now. We have nothing to do but wait. Patience would only be annoyed if we went after her and got our unprepared asses caught. She and Tetrax can handle themselves."

The Petrosapien turned his head an inch to look at Ben, as though expecting another argument to break out. But Ben, sitting isolated on the other side of the table, said nothing. He had his arms folded over the tabletop, head down, and didn't so much as twitch. Had Rook not known him better, he might have thought that Ben was asleep.

"Why are you always like that?" Cancrie pestered him right back. "Have some compassion. They're our friends. Not to mention, invaluable to our efforts. Don't those things outweigh a rule book?" She asked.

Conway gave her a funny look. It almost made Rook roll his eyes — the man was not subtle with his thoughts in the slightest. Affection made his eyes almost appear soft. He hesitated but was quick to shake his head, turning from Cancrie stubbornly. "No," he replied shortly. "That's not my call to make."

There was a groan from Haslach. It looked as though she was going to start a fight over it, but at that moment, the conference door swung open. Heads snapped around to look, surprised. Ben shifted enough to peek out between his fingers.

"Sorry!" Patience laughed as she walked in, looking more relaxed than she had in days.

Behind her, Tetrax was composed and quiet. When he saw the empty seat next to Conway he made a beeline for it, but other than the two greeting each other with an odd hand gesture that Rook assumed was a pop culture thing on Petropia, all attention was on Patience.

"I overestimated how long it would take to get what I needed. My bad, everyone." Their leader sighed, turning on the holographic projector. It displayed the same blueprints of the factory from before and she zoomed in on the room that Rook's group had been assigned to. "Group one, why don't you start us off? How was your infiltration?"

The four of them looked between each other for a moment, silent, then Cancrie cleared her throat and stood up. "Perfectly. All according to plan, Patience," she said. "Our target area wasn't the one with the Red Sleep, thankfully. We managed to get some good data from the computers there before the alarms were sounded." She shot Ben a pointed look that he ignored before sitting back down.

Patience nodded, writing something in her language over the room's blueprint with her finger. The holographic display flashed green. "The drive that you stored the data on, please." She held out her hand and caught the USB-like storage device that Cancrie tossed to her. Pocketing it, she zoomed back out and focused instead on the second room before turning to Conway. "And group two?"

"Well," the Petrosapien sighed, crossing his arms, "it was  _fine_. Until Tennyson stuck his enormous ego into the mix and  _ruined_ the whole plan. Our room was the one with the Red Sleep, obviously — a fairly small set-up and he had the bright idea to trash it, setting off the alarms and forcing us to flee." He bit down in frustration.

"But you knew that already," Ben spoke up suddenly. He got to his feet, hands on the table as he leaned in to stare at Patience intensely. "Didn't you?" When she said nothing, he continued. "I found it weird that the Plumbers got there so quickly. There should've only been normal guards at that factory. It was too far from the base at Petra for them to get there in such little time without a starship and I didn't see any when we left. Which means that someone told them ahead of time. Someone with the specific details of what we were planning to do." His eyes narrowed. "Right, Patience? Because I couldn't help but notice that, in all the briefings, you never told us what  _your_ role was in all of this."

The tension in the room was thick enough to smother. Everyone had gone stiff, unable to think through an appropriate reaction. All except for Patience, who smiled faintly.

"Ben," she said quietly, teasingly, "you aren't accusing me of treason, are you?"

He shook his head. "No. Just of lying."

She pursed her lips, looking thoughtful. "...that's a fair accusation. Tell you what — why don't you tell me what you learned from the factory and then I'll tell you what I've been doing?"

Though his answer wasn't immediate, Ben did eventually roll his eyes and sink back down into his seat. "Fine. It's like Conway said, I ran off when I wasn't supposed to and set off the alarms and forced everyone to drop the mission and leave. And I'm not going to apologize for it," he added stubbornly. "I got behind that steel box where the venom was being processed. There was this huge network of tubes, all connected to a giant vein of Red Sleep. It was some set-up to safely harvest the venom. I burned it all, but it was still just one room. Just one factory." He faltered, looking a little sick. "I don't know what other damage people like Argyle could be doing while we sit here talking about it."

Purposefully being stubborn, Ben glared at everyone across the table from him in turn. The only one who held his stare was Conway, as the others smartly averted their eyes. Rook tried to catch his attention, but Ben refused to acknowledge him.

"Interesting," Patience hummed, analyzing the hologram without any real interest. "These blueprints don't show that there's a backroom there at all. Are you sure about what happened, Ben?"

The human scoffed. "They also didn't show the space next to it as being part of the same room. Unless you're calling me a liar." Ben raised an eyebrow, meeting Patience's blank look with a careful mask of his own. There was an odd swelling of pride in Rook's chest — he had spent so much time viewing Ben as a friend that sometimes he forgot about the qualities that made him a hero in the first place. His downplayed intelligence, for one.

"I would never," Patience replied smoothly. And maybe Rook was imagining it, but he could have sworn that there was a flicker of hurt in Ben's eyes. It was gone before he could be sure. "But you've upheld your end of our little agreement, true or not. So I'll show you all what I found. I'll need field operatives for a mission relating to this, anyway." She held out her hand, giving Tetrax a meaningful look. From a small, barely-noticeable compartment in his suit, Tetrax produced a device similar to a flash drive and tossed it to her. Patience plugged it in and, immediately, walls of text replaced the blueprint hologram.

The language wasn't Petrosapien or English. Rook had a basic education in dozens of languages (enough to ask for directions to a Plumber base on well-known planets), but he had never seen this one before. It didn't even look like a language at all, made of circles that each held a distinguishing pattern. It was incomprehensible to Rook.

"This," Patience said once everyone in the room was thoroughly confused, "is a message procured from Argyle's personal computer twenty minutes ago." She paused, letting the implication sink in before continuing. "Ben is right. I didn't tell you all what my role in the mission was because my role  _wasn't_ in the mission. While Argyle and the Plumbers were distracted, Tetrax and I took the opportunity to slip into Argyle's office. We found this recently downloaded on his computer. It's the language of Nemuina. Which, thankfully, Tetrax can read." Said Petrosapien shifted uncomfortably, trying not to look anxious. Patience smiled, but it didn't reach her eyes — instead, twisting her face into something mocking and ugly. "He's also quite the accomplished hacker. Very…  _useful_."

Rook stiffened at the word. He thought for a split-second that Patience's word choice was coincidental, but that smirk playing on her lips when she glanced at him was nothing if not deliberate. He had to resist the urge to get to his feet. "You alerted the Plumbers to our plans," said Rook, feeling faint. "This mission was never about purifying the water supply. It was merely to act as a decoy. You knew that Magister Argyle would want to confront Ben and me personally. That the Omnitrix's signal would be too great to resist. That he would leave his office vulnerable in his eagerness."

There was no hesitation, not even a hint of denial as Patience inclined her head with a gentle smile. "Yes," she acknowledged. "The factory was a battle in a war, Rook. Do you know how this message reads once translated? It's a rendezvous, with coordinates and exact time. The Nemuina, Murowa — I'm unsure what her role in this whole thing is — has made plans with Argyle to collect another round of "product." Undoubtedly, she means the Petrosapiens who have been getting sick and disappearing. I plan to ambush their meeting and catch Argyle in the act. Nothing could be more incriminating." She smiled faintly. "He thinks he's so clever… these codewords aren't suspicious at all. It could easily just be a shipment of minerals. But I won't let him slip through my grasp again."

Her mutterings trailed off as she stared at the screen with an eerily fixated look. It might have continued like that for a while had Ben not abruptly gotten back to his feet, knocking his chair over with the force. The clattering attracted the attention of everyone in the room, but he reserved his glare for Patience.

"So this wasn't about helping people at all," he said evenly. There was a surprising amount of restraint on Ben's face. "You played on our morals and  _lied_  to everyone just to use us as pawns in some… some revenge fantasy you have with Argyle! This isn't about Petropia at all, it's just about  _you_!"

Rook found himself on his feet too, startling even himself. He wasn't normally the type to so brashly defy authority, but Rook had never felt like this before. Betrayed. Used. Expendable. Was that how Ben felt for all the criticism he got for only doing his best? He swallowed back his guilt. Apologies could be hashed out later. In the heat of the moment, Rook grabbed tight to the passion rushing through his veins and let it pour out.

"What you have done is deplorable," Rook managed. Somehow, he found the strength to look Patience in the eyes. "Rather than treat those you claim to protect as individuals, you have reduced them to tools. No self-respecting magister would do something like that."

He knew that he had made a mistake when, rather than looking cowed, Patience's smile widened. "What an odd choice of words," she said. "I've known many magisters who have done arguably worse. And, come to think of it, so have you, Rook." She left her spot by the hologram to walk closer to him.

It took a monumental amount of willpower to not shrink away when she stepped so close that only the table was separating them. "When I was a magister," Patience began quietly, but the room was so quiet that Rook had no doubt everyone could hear her, "there was a large, public movement against Ben 10 and, by extension, the Plumbers. Tetrax mentioned it to you, I'm sure. I had the authorization to take a look at Ben's file — after I called in a few favors, anyway. There were some interesting notes made about his relatively new partnership, so I took a look at your file too, Rook. That was a fascinating read." She paused, purposefully, and Rook felt a cold sense of dread sinking in his stomach. "Before you accuse me of treating my followers like toys, you should consider how you and your superiors have been treating your "partner." Isn't there something that you should tell Ben?"

Even as Rook started to protest, Patience had side-stepped and his gaze caught on Ben instead. At first, he only looked confused and a little annoyed, but as they locked eyes, that doubt faded away. Rook felt something desperate clawing in his throat, his thoughts a single-minded chant of, " _no, no, no, no."_

"Rook?" Ben's voice snapped him back to reality, but everything was still so cold: the table beneath his hands, the air in his lungs, the heaviness in his chest. His partner sounded worried and, maybe, the slightest bit scared. "What is she talking about? Tell me what?"

The explanation wouldn't come. Rook opened his mouth but no sound came out. He couldn't think of any words to say. All he could focus on was the cliff he found himself teetering on and Rook wasn't naïve enough to think that he could still back away from the edge.

"You might as well tell him," Patience remarked, standing at Rook's side now. "It's not like you're officially a Plumber anymore. They technically can't punish you."

And even though she hadn't threatened him, Rook heard her implication. If he didn't say it, Patience would. She would be far less compassionate if she did, purposefully digging the knife in deeper. He needed to do it and quickly, like ripping off a bandage. Be fast: for Ben.

So Rook took a deep breath and started evenly. "I completed my basic training at the Plumber's Academy nearly two years ago," he admitted carefully.

It took Ben some time to catch on. He blinked, starting to protest, then considered it. He frowned. "But we've only been partners for a year."

"Right." Rook nodded. "After basic training, I was given the offer to be your partner. Gwendolyn had not decided on anything back then, but as I later learned, she went to Magister Tennyson and asked that he find a suitable partner to work with you in case she and Kevin left for any reason. I had to train and specialize in many areas for quite a long time in order to reach the skill levels required to keep up with you and your typical enemies." He paused, then added, "There is a reason that my abilities far outclass those of my peers, Ben. Not every Plumber receives such thorough training."

There was quiet while Ben ruminated on that — an entire minute of near silence as he stared hard at Rook and thought everything over. "Okay," he sighed, dragging a hand through his hair. "So you're some kind of super agent. I guess normal Plumbers couldn't exactly go up against Vilgax, so… fine. Whatever. Was that supposed to be kept a dramatic secret?"

Despite himself, Rook shot a pleading glance at Patience. She said nothing, smirking faintly. There was a gentle incline of her head — almost a friendly encouragement — and Rook had never hated anyone more than he did at that moment.

"My training was not only in fighting," Rook managed through clenched teeth. "I spent a great deal of time studying human psychology, including… how to best make people listen to you. Not that I have ever been very successful there, but I do decent damage control," he rambled off.

He refused to look at Ben directly, but even in the corner of his eye, the human looked pale. "What are you trying to say, Rook?" He asked lowly. There was a warning in his voice, something jagged that Rook wanted hopelessly to avoid, but he had already jumped off the edge. The only option left to him was to survive the fall.

"Technically speaking," Rook finally continued, dropping his head, "I was never assigned to be your partner. My primary job was always to keep you from getting yourself or someone else killed, as well as form a personal connection so that I could detail and report back to my superiors anything about you that they did not already know. I… I believe the term used in my file is that I am supposed to "manage" you." It was almost a physical pain to admit it. "Like a tool," he snapped bitterly, glaring at the tabletop as his fingers curled into fists over the peranite. "To guide you in the direction that the Plumbers wanted and mold you into an ideal agent. With a device as powerful as the Omnitrix, my supervisors saw no reason to leave it to fate."

Ben took a deep, shaking breath. The sound made Rook wince. "Like a babysitter," was all he said, subdued and horrified.

Before Rook could reply — already lifting his gaze to apologize as profusely as he could — Patience made a soft "tsk" sound and shook her head. She left Rook's side, walking over to place a comforting hand on Ben's shoulder. For some bizarre reason, he let her. "I know. It must be hard to realize that someone you trusted was never really your friend. That you only grew close because of his orders." And then, as if Ben wasn't upset enough, she continued. "From what I remember reading, the way that they put it was,  _"the best way to get someone to do what you want is to make them think it was their idea"._ "

Dead silence. Ben had dropped his head again, so Rook couldn't see his expression, but the way that the human was shaking said enough. He shifted a little, staring at Rook through his bangs. Every inch of his body was taut with tension as he very pointedly shrugged Patience's hand off of his shoulder without looking at her. "So, you were never actually my partner? Or my friend? You were just… doing your job?"

Rook shook his head rapidly. This couldn't be happening. He had never liked doing what he did, but it was an amazing opportunity for a rookie Plumber. How could he refuse that? "Ben, of course not, I—" He bit his lip. "Well, at  _first_  it was, but I do not—"

"Does Grandpa know?" Ben snapped, cutting him off. There was an uncharacteristic intensity in his eyes. "Was this all his idea, or—? I mean, did he—?" He faltered, stumbling over his uncertainty.

Still, Rook knew what he was asking. His expression softened. "Your grandfather is a remarkable Plumber, Ben. One of the best, easily. But there are people that even he must answer to and orders that he must still follow. The decision was made after he put in an official request for your new partner. His only role was to screen the list of applicants sent back to him. And, well… we met for the first time many months after that. Magister Tennyson had very little input in the process and he still does not know all of the details."

For what it was worth (admittedly, not a lot), Ben almost looked relieved. He might have relaxed, had he not been so emotionally keyed up that he had no idea how to hold himself. "I… Good," he settled on finally. Then the accusation came back to his eyes. "But you  _knew_. The entire time. During the entire  _year_ that we've been partners, when I started calling you my  _best friend_ , you didn't…" Ben couldn't finish. He had never been very good at expressing his emotions so all he could do was close his eyes and try to take deep breaths.

"Had I refused, they would have found someone else for the job," Rook pointed out quietly. He stepped around the tableside, into the center and pass the holographic display. He was keenly aware of every pair of eyes in the room fixed on him. Except for Ben's, of course, and suddenly Rook wanted to see them more than anything. He stopped a foot from the table, close enough that he could count each individual hair on Ben's head but far enough that they couldn't touch. "I do not want you to be mad at me for our entire partnership, Ben. You have every right to be angry with the circumstances under which we met, but I never pretended to like you. I never had to. I admit that I was not entirely open, but I was not lying, either. Ben, I—" Rook stepped forward, reaching out to place his hands over Ben's. He had hardly finished a full step when the hero jerked back, an unreadable expression on his face.

Mouth dry, Rook found himself frozen, rooted to the spot with his lips still parted to offer a weak apology. He had never seen Ben so angry before.

"Funny," said the human with a bite of sarcasm. "I feel like I've heard that before. Huh. A real head-scratcher, isn't it,  _Tetrax_?" He turned his glare onto the Petrosapien, who tensed in surprise. "You knew that Patience was using us," Ben stated. It wasn't a question and Tetrax didn't try to answer. "She briefed you on the mission and you still went along with it. You lied.  _Again_. And not just to me — you knowingly sent your friend into a setup!" He gestured pointedly at Conway. "I don't even  _like_ the guy and even I wouldn't do something like that! You threw him under the bus on the off-chance that Argyle  _might_ have something on his computer that you could use!"

Tetrax didn't reply immediately. He folded his hands on the table in front of him, thinking carefully. "Ben," he said gently, like he was talking to a child throwing a tantrum. Rook knew that whatever he said was going to end badly when Ben went rigid. "We had no choice. Had you known that you were walking into a set-up, you would have behaved obviously and Argyle would have been suspicious. He's a seasoned Plumber, Ben. He's held enough ambushes to know when something isn't right. I had to be the one to go with Patience. She needed someone well-versed in stealth and hacking. The fact that I can read the language of Nemuinas is only a bonus, as its difficulty to learn made it very popular among criminals, back when I…" He went quiet for a second before picking his explanation back up. "She needed someone who could not only hack into Argyle's computer but hack into the factory's alarm system so that it would be set off at the right—"

" _Wait_. Wait, hold on." Ben held up a hand, his expression going from furious to shocked. " _You_  set off the alarm? It wasn't anything that I did?"

Uncomfortable, Tetrax said nothing, but he didn't need to. The silence was answer enough and Ben closed his eyes again, shaking. Rook felt strained enough to burst. He found himself holding his breath, for fear that even a twitch would set his partner off.

And then Ben laughed.

Not a chuckle or giggle, no — the shaking dissolved into full-blown tremors as Ben laughed long and loud, clutching at his sides and doubling over, tears streaming down his cheeks as his face went from red to purple and he kept on  _laughing_.

Rook's thoughts went to the human psychology books he had devoured in the Academy. He wondered if this was what those texts meant when they described a mental breakdown.

"I'm such an  _idiot_!" Ben announced gleefully. He wiped at the tears, but they didn't stop. Likely, he didn't have any control over them and the thought felt like something sharp was twisting deep into Rook's chest. "None of it was my fault and I'm still going to get the blame for it! And you all don't even take me seriously! You think I'm overreacting! It doesn't matter what I do or say, everyone is just going to keep lying to me like I'm too stupid to notice! I look like a goddamn moron and I just keep making it  _worse_!" His grin looked big enough to split his face but, as his eyes dragged over the room and soaked in every look of shock and disgust staring back at him, all Ben did was laugh harder.

No one said anything. Rook watched with a mixture of concern and fascination as Ben's laughter trailed off into near-silent wheezing. He realized a minute later that it was because Ben wasn't breathing and didn't have the oxygen to laugh. He considered stepping in to try and calm his friend down, but Ben quickly exhausted himself.

Bending over with his hands on his knees, Ben caught his breath. "I've got to be… the biggest screw-up this side of the Milky Way," he muttered. The tears still hadn't stopped. Ben didn't sniffle or sob but he didn't try to stop them, either. It was as though he no longer cared.

That was the last push that Rook needed. He quickly stepped back, moving around the table to get onto the same side as Ben. A hug would probably be too much, but a hand on the shoulder was at least a start. Rook reached out one hand. "Ben—" He started as he got close. He never finished.

A resounding crack filled the room. For a moment, Rook didn't feel the pain. He blinked, wondering why he was suddenly staring at the wall. Everything registered slowly: Ben's hard breathing, his Omnitrix hand still poised in midair, the flash of satisfaction in his eyes when Rook reached up to touch his cheek and winced.

It would have been better if Ben had punched him. If he had turned into Humungasaur or Four Arms and slammed Rook through the wall. That was familiar. He had experience with that sort of anger from Ben. But he had never witnessed his partner's emotions flare so violently. Rook had never seen such raw  _hurt_ on his face.

"Don't touch me," Ben said after a long pause, slowly lowering his hand. "Don't talk to me. I don't want to look at you, Rook. And in case it wasn't already clear, we're  _not_ partners. Not anymore. Not ever again." And maybe Rook was imagining it, but he could have sworn that Ben's voice hitched as a different sort of devastation crossed his face.

But then any sort of openness was gone. His expression hardened and Ben turned and left. No one stopped him as he fled the room, slamming the door behind him.

Somehow, Rook found the will to speak. It took him a moment, but once his voice came back to him, he turned to Patience. "Why?" He asked quietly. "Why would you want to instigate something like that?"

She didn't smile — not quite — but there was a distinct upturn of her lips that made Rook furious and disgusted all over again. "Anger is passionate," she said simply. "Ben will be a better fighter if he has something intense spurring him onward. And besides, I thought that you were against lying. I figured that you would thank me, Blonko." She turned before Rook could work through the pros and cons of punching a person made of peranite, clapping her hands together as she turned to everyone else still sitting awkwardly in the room. "Tomorrow, I will have a select few of you come back here to be briefed on the mission plan for attacking Argyle's shipment meetup. With any luck, this will all finally be over in a few days. Dismissed."

Patience left the room with a skip in her step. Slowly, others filed out after her, but the atmosphere hanging over Rook's head didn't lessen. A part of him still hadn't processed what had happened. Ben was probably all too familiar with it, though.

He made a stupid mistake and he had paid for it. For the first time since leaving his homeworld all of those years ago, Rook had no idea what to do.

**Notes for the Chapter:**

> It's always been a personal headcanon of mine that Rook was trained specially to be Ben's partner. The guy is just too good, considering that he came from a farming planet. And that bit about Rook keeping an eye on Ben and subtly trying to manipulate him... Things like that can cut deep.
> 
> **Chapter Fourteen: _Read Between the Lines_**


	15. Read Between the Lines

**Summary for the Chapter:**

> _"In positions,"_ Patience's voice instructed. Immediately, Ben was on his feet, hand going to the Omnitrix. _"Five… four… three… move out!"_
> 
> Ben selected Diamondhead on his playlist. "Alright, c'mon. Don't let me down now, Omnitrix…" He pressed down on the core gently, fingers crossed.

**Notes for the Chapter:**

> I'm working on chapter twenty-three as of posting this. Tentatively, I'm going to say that we won't get to forty chapters but it's going to be close. 
> 
> School is gearing up to start again and I've got a surgery lined up this month, among the other appointments I scheduled all within a week of each other — so, don't forget to review! It does wonders for my motivation, as well as reminding me that someone besides myself enjoys this fic.

_'It's just a gadget,'_ Ben thought, running his fingers over the watch face of his deactivated Omnitrix.  _'Be the hero.'_

Hero. Easier said than done.

Ben wasn't the type to be open with his feelings. He sometimes got flack for it but, even if he didn't talk to others about his thoughts, he liked to think that he had a pretty good grasp on his emotional state in general. He had struggled with his self-worth around the Omnitrix on and off for years, but Ben thought that he had finally grown comfortable with their entwined roles. There was a reason that Azmuth designed the final version to only work for Ben. As he said, for all of the human's faults, he was still the only one worthy to wear it. So Ben liked to think that he was more than what the Omnitrix could do.

Then again, it was hard to focus on that when everyone around him seemed to be saying the opposite.

People had been after the Omnitrix since day one, sure, but Ben had never considered that those he trusted would want to control it just as badly as his enemies. The thought left a bad taste in his mouth. Rook hadn't sugar-coated it. He had been manipulated and played like a chess piece, all in the name of keeping him in line and abiding by someone else's standards.

Was the Omnitrix  _really_ that urgent? Ben could feel his pulse pounding against the watch. The metal was always warm from his body heat and it gave the bizarre illusion that the watch was breathing.

There was a small curl of bitterness in Ben's chest. If he didn't have the Omnitrix, no one would have bothered assigning Rook to be his partner. A Plumber  _that_  talented? They probably would have given him a dozen promotions in the time that he had been stuck as Ben's partner. If he was nothing but a normal human, he wouldn't be feeling so betrayed.

It wasn't even that the Plumber higher-ups wanted to control  _Ben_  — no, they wanted to assure that the  _Omnitrix_  would do what they wanted when they wanted it. He was well-aware of his title as the "Wielder of the Omnitrix," but Ben had never felt so irrelevant: like he had been reduced to a mere object.

He pushed himself off of the bed, letting out a heavy sigh. Ben had locked himself in the room that he shared with Rook hours ago and hadn't moved from the bed since. He didn't want to leave the isolation of the room, but he wasn't stupid enough to think that Rook wouldn't want back in once it got late. And after what had happened, Ben refused to even consider sharing a room with Rook. He could barely think about his ex-partner without his anger flaring up all over again, despite the fact that he had stewed in his unpleasant thoughts for hours already.

There was just one person that Ben felt like talking to. Well, maybe not talking, but at least he didn't hate being around her at the moment. He didn't want to see Rook, or Tetrax, or Patience, so that really only left him one option.

Had he not been in such an awful mood, Ben might have laughed at the look on Conway's face when the human plopped down, without hesitation, at the table where he and his sister were enjoying their non-poisoned rations. The cafeteria area was the exact opposite of the solitary that Ben wanted, but he figured that it was the best place to find Sybil and he had been right.

"What do you think you're doing?" Conway snapped impatiently. His glare lacked its usual bite and Ben hated him even more for the faint, barely-there spark of pity in his eyes.

"Sitting," came Ben's sarcastic retort. Any sympathy that Conway might have had vanished but there was no comfort in it. Ben wasn't in the mood to apologize or try playing nice. Not that it would have gotten him anywhere.

Unlike her brother, Sybil was much calmer. Her smile was sweet, if not a little creepy. "I had a feeling that you would want some company eventually, Ben." She slid her glass of water across the table towards him with a nod of encouragement.

Ordinarily, Ben would have refused, but he couldn't deny that he was thirsty. His stomach was too knotted up to keep any food down, so he settled for grabbing the glass and downing all of its contents in desperate gulps. It took Ben a moment to remember how to breathe once he was done, having almost choked on water several times, but his throat felt better. The headache that had been building behind his eyes seemed to ease.

"You have disgusting table manners," Conway remarked with a sneer, gesturing to the water staining the collar of Ben's shirt and spilled onto the tabletop in front of him.

To his surprise, all Ben did was fold his arms over the table (ignoring the cool water against into his bare arms) and lay his head down peacefully. "Keep complaining," he sighed. "It's still way more polite than anything I'm thinking right now."

Frustratingly, Conway said nothing after that. Ben didn't lift his head, but he felt the air shift as Sybil picked up the glass. He imagined her absorbing it into her body and the mental image was strangely calming. Diamondhead had always been one of Ben's personal favorite aliens. Not only was he powerful and with a unique set of powers to boot, but there was a sort of instinctive confidence that came with being a Petrosapien. It had kept Ben level-headed in the heat of battle many times. He imagined that sort of calm — the steady thrum of energy in his core that remained consistent when a human heart would have been racing.

Suddenly, Ben felt so exhausted. He hated feeling frustrated and alone and betrayed. The emotions made him feel dirty and uncomfortable in his own skin. He closed his eyes. Back in the safety of his room, he hadn't allowed himself to cry. But there was something about being surrounded by happy people, their chattering becoming grey noise, that made Ben acutely aware of how empty the seat next to him was. It should have been occupied by Rook, or even Gwen or Kevin, but…

A loud groan interrupted Ben's thoughts. He opened his eyes, blinking hard. Not that he was tearing up at all. That would be ridiculous. He tilted his head enough to barely peek at Conway through his bangs.

"Please tell me that you're not going to cry," the Petrosapien said with distaste in his voice. "Pull yourself together. Why are you being so pathetic over this?"

Ben was too tired to bother with a witty response. He wanted to sleep. He wanted to punch something —  _hard_.

There was a scowl on Sybil's face as she swatted Conway in the arm. "Don't be rude," she lectured. "Ben didn't come sit with us to cry. He's been through a lot today. Have a little sympathy, Conway." When he said nothing in reply, Sybil turned to Ben. "Are you sure that you wouldn't rather talk to Rook?" She suggested. "You should make up. It would be a shame to let a partnership like that go."

It took a huge amount of effort to bite back a shout of the word,  _"no."_ The idea wasn't appealing in the slightest but, seeing how earnest Sybil looked, Ben swallowed his protest and rolled his eyes instead. "I dunno. Maybe some other time, when it's not so… soon," he said with a faint grimace.

"Uh-huh." Conway arched an eyebrow. "And you couldn't wait this out on your own?"

The truthful answer was, no, Ben really couldn't. He felt awkward and uncomfortable doing this around people he barely knew, but the thought of being alone was even worse. Ben was accustomed to people backing him up and practically shadowing him, as much as he hated to admit it. Between enemies and allies and even the paparazzi and fans back on Earth, Ben was incapable of being by himself. The deafening silence of his room had made it impossible to ignore his thoughts.

But instead of saying any of that out loud, what Ben settled for was, "You guys are the only ones who haven't lied to me." He avoided eye contact, fixated on the view over Sybil's shoulder as he continued. "I mean, I know that you don't like me, Conway, but at least you're honest about it. You haven't lied about being a huge fan or wanting to be friends or anything. I can appreciate that, even though it probably sounds pretty stupid, doesn't it?"

Conway snorted. "That's putting it lightly—" he started, only for Sybil to cut him off with a sharp jab in the side from her elbow. And given that her elbow was sharp enough to cut steel like it was paper, it probably hurt.

"I think that it's perfectly understandable," Sybil announced with a smile. "You can stay around as long as you need. Right, Conway?"

Grumbling as he rubbed his sore side, the Petrosapien nodded. He shot Ben a begrudging look but, glancing over at his sister's grin, he relaxed. "Fine," he agreed bitterly. "Just don't give me a reason to regret it, Tennyson."

Somehow, Ben found it in himself to smile. His eyes were stinging but he stubbornly forced it away. "You'll barely even notice that I'm here," he promised.

It was already evening by then and, as it turned out, Conway and Sybil didn't do much after the Petrosapien equivalent of dinner. They went to the training room to have some time on the weights, which Ben sat on the side for. He didn't mind being left out or anything. Actually, it was kind of nice. They bickered a lot in the friendly way that siblings did and it made Ben bite back a smile.

Memories of being ten years old and terrorizing Gwen flashed through his mind. Those were the days. No pressure, no expectations, no change. Thinking back to it made Ben's chest ache. Sometimes, he wished that he could relive those days. There was so much that he would do differently.

Thankfully, neither Tetrax nor Rook ended up in the training room. Ben was glad to avoid them for as long as possible. After the way he freaked out during that conference, he was surprised that he could still even face Conway without going red in mortification.

Once night came around, Ben was forced to confront the problem of where he was going to sleep. As angry as he was with Rook, he didn't want to force the guy out of their shared room. But he also wasn't about to  _share_ that room, and if Ben had to look at Rook at all, he was probably going to freak out again.

"You can sleep in our room," Sybil suggested, even though Ben hadn't asked for her help or even expressed that this was a problem. "We have space, don't worry. It's not an issue."

Despite her reassurances, Conway looked like it was very much an issue. Still, he said nothing, letting his sister lead Ben to their room while she chattered on aimlessly about anything and everything. Even with all of the glares and threatening gestures that Conway kept giving him, Ben quickly decided that he would rather risk being murdered in his sleep than speak to Rook, so he had no hesitation whatsoever in following Sybil.

She was kind enough to make Ben a bed to sleep on. Of course, it was really just a peranite slab the same size and shape as all of the other beds in the compound, but Ben didn't care one way or the other. He was too tired to miss the pillow and blanket that he had left in his room and fell down onto the slab before Conway could start up his complaining again.

He twisted over onto his side to look at Sybil. "Thanks," Ben muttered, already closing his eyes.

Whatever her response was, Ben never heard it. He folded his arms under his head as a makeshift pillow and was asleep long before her words registered. Maybe the universe felt like being nice because Ben's sleep was deep and dreamless...

"You may notice that there's only a few of you here," Patience was saying when Ben cracked open his eyes. He was still tired despite sleeping for a solid ten hours. The fact that he hadn't eaten was probably another reason for why he wasn't awake, but Ben couldn't help that he wasn't hungry. Either way, it made it hard to pay attention to Patience's plan. "Even though this mission is hugely important, I'll only need the seven of you and myself to pull it off. Here's what we're looking at." She turned to the holographic projector and Ben forced himself to straighten up a little bit and pay better attention. "Argyle is holding his shipment here, in a large, open cave system. It's a difficult place to defend as well as attack. All four sides are surrounded by thick rock layers, but there is an opening in the top. Presumably, this is for the ship that he's using to make easy comings and goings from orbit. There's a very good chance that he's transferring sick Petrosapiens. To what end, we'll be forcing him to explain once he's captured.

"Sybil, you'll be coming with me. The rest of you have very specific targets. There won't be any Petrosapien guards. The message strongly indicates that Murowa, the Nemuina, is heading this transfer, so any lookouts will likely be other Nemuinas or whoever she had employed. We can't fight Argyle inside of this cave. It's too cramped and there are too many uncertainties in the dark. Our goal is to draw him out, which is where the last of you five come in. Rook," she started, gesturing towards the Revonnahgander ( _who Ben refused to look at_ ), "I want you to enter the cavern through an opening in the top and disable the ship's engine from the outside. After him, Ben, I want you to use your Petrosapien form to get him out the same way and close the top of the cave. This will plunge the area into darkness, which is where I rely on the rest of you."

And she continued outlining the plan to the others, who Ben didn't know the names of and didn't care enough to. He tuned the rest of her explanation out. She said something about "not confronting Argyle" and to "leave him" for herself, but like hell Ben was going to do  _that_. He tapped his foot impatiently under the desk, waiting for the second that she finished talking so that he could leave.

Sitting across from the door and, by extension, the other six people on the other half of the table, Ben knew that he would have to be quick if he wanted to avoid talking to any of them. Patience informed them that their mission would be underway in two days, set early in the morning, and Ben went rigid. The second that she did her stupid salute to round the meeting off, the hero was on his feet.

He was at the door when a hand wrapped around his forearm. Ben felt his shoulder joint pop with the force of it, almost tumbling over. It felt great, considering that all of his joints felt sore and tense after the unpleasant sleep he had.

"Ben!" Rook immediately let go, holding his hands up like he wasn't sure if he should be touching the human or not. "I— You are fine? I did not break or dislocate anything?"

It took Ben a moment to figure out what Rook was blathering about. And as soon as he did, the human narrowed his eyes. "Are you  _kidding_ me?" He snapped. "It's just a stupid joint popping, Rook! If I was actually in pain, I think that you would be able to tell! But you don't trust me with  _anything_ , do you? I'm not made of glass, I can handle someone pulling on my arm! How  _weak_ do you think I am?" That was what he had been afraid of — even though Rook looked nothing but apologetic and genuine, Ben couldn't stand seeing him. He let out a groan of frustration. "Leave me alone, Rook. I wasn't kidding yesterday.  _Trust me_."

A part of Ben wanted to add,  _"fuck off,"_  but he wasn't one for cursing. Besides, those last two words had the exact effect that he wanted. Rook looked stricken. Good. Ben used his satisfaction to smother the guilt and left the room before anyone else could try speaking to him.

The time passed in a slow blur. Which sounded contradictory when Ben thought about it, but that was how it felt. Without Rook and Tetrax around to distract him, Ben wasted most of his time zoning out while Sybil and Conway did their own thing a few feet away. Seconds dragged on and on, agonizingly slow, until Ben blinked and suddenly, two hours had passed with him laying on a bench in the training room and staring at the ceiling, unmoving.

There were bursts of movement and interest, but they were rare. If Ben didn't pour all of his energy into focusing, the world slipped away, growing grey and fuzzy. Eating became mechanical. The only difference between sleeping and being awake was that the latter completely exhausted Ben. He didn't notice when his ankle finally stopped hurting to walk on because  _nothing_ hurt anymore.

He missed Gwen. A lot. They didn't discuss emotions that often, but Ben felt certain that she would be able to explain this phenomenon. It had to be mental. Ben hated it. He couldn't punch himself until things went back to normal. And he hated to be overdramatic, but it really did feel like something had withered. His chest kept aching and thinking about Rook made his throat close up unpleasantly. But all there was to do was think. Just think and eat and sleep and think some more. Thinking accomplished nothing — Ben chased his subconscious in circles and got nowhere with it. He couldn't even be bothered to be frustrated with himself.

So, despite the outward appearance that Ben had of being unprepared for a fight, he was actually looking forward to that adrenaline rush again. At least it would wake him up. Ben felt like everything that had happened since Rook's betrayal was a dream.

The day of their assault, Ben was the first one to the conference room. Truth be told, he hadn't slept. Not that it seemed to matter much — he was more awake than he had been for a few days, bouncing on the balls of his feet and unable to sit down for longer than a minute at a time.

As was typical for Ben's awful luck, Rook was the second person to arrive. It wasn't that surprising, considering that he was such an early riser, but Ben had to crush the sudden surge of emotion that he felt at the sight of his ex-partner. He had hoped that one or two others would have shown up before Rook to act as a buffer.

There was an uncertain silence when Rook entered the room. He hovered in the doorway, hesitant, and Ben was convinced that he was going to blurt out something about leaving his oven on as an excuse to leave. But as their eyes met, Rook let out the breath that he had been holding and sat down. Ben, standing a few feet away, very pointedly scowled and walked to the other side of the circular table.

His message had gotten across and Rook sighed, but broke eye contact and didn't try to move. Nothing was said between them, which Ben told himself that he was grateful for.

It was less awkward when Tetrax showed up but only because, by then, others were in the room. Including Patience. Ben was comfortable with his anger towards Rook and Tetrax, but he still wasn't sure how to feel about her. Looking back, it was clear that she had done what she did only to mess with their emotions, but by the same token, Rook shouldn't have prattled on about honesty when he  _knew perfectly well_ what was happening between them behind the scenes. It wasn't like Patience had been the one lying to Ben. Still, a tiny part of him felt upset on Rook's behalf that she forced them through such a public and personal humiliation.

Ben sat next to Sybil unhappily. She asked him nothing about his foul mood and, for that, Ben was grateful.

"Alright, everyone," Patience started, clapping her hands together, and Ben heard absolutely nothing after that.

Not that he was really trying to pay attention. It felt like such a waste of time. He had already spent a few days accomplishing nothing in the stuffy base and he wanted to be fighting and doing what he was actually good at. Bringing Argyle down had to help the situation on Petropia, right?

The plan for the ambush was the same as it was the first time that Patience explained it. Thankfully, she didn't waste their time for nearly as long the second time around.

There were two plain, totally inconspicuous trucks to get their main teams to the location. They weren't armored like Plumber trucks were — as Ben understood it, they were middle-class shipping trucks. Completely unsuspecting. They would take their two groups up to the end of the road, where the rest of the way would be hiked. The idea of using civilian trucks as camouflage was rendered sort of pointless if they were going to drive off-road with them anyway.

The ride was actually not that bad. Ben loathed being stuck in a truck when XLR8 could have been there in a few minutes, but Patience hadn't been interested in that little detail. In the truck with Ben was Rook, Tetrax, Conway, and the two Petrosapiens that he didn't know. Somehow, Rook knew them, because the three of them would occasionally start up a conversation only to have it quickly patter off. No one wanted to talk. Even Conway said nothing when Ben took the spot next to him like they were best buddies.

He knew that they were getting close only when the resistance agent driving them tossed back their communication headsets, same as the last mission. Ben fitted his on, only speaking to provide his codename like everyone else had. He didn't see the point, but at least it gave him something to call the people that he didn't know.

The exciting part came when the truck finally stopped. There was nothing outside, only endless miles of peranite and the end of a perfectly straight road carved into the rock. Patience's truck had already arrived before them. Her group of three wasn't anywhere to be seen, but if they were moving according to plan, then they were already in position.

"Alright. We're all clear on our roles?" Conway looked between them seriously. When the group stayed silent, he gave a curt nod. "Great. Let's head out. I'll see you all back at base. Hopefully, with Argyle in chains."

Conway was feeling hopeful, clearly — even returning Ben's parting smile before taking off on his own. They all started in different directions, but the destination was the same. The idea was to stagger their arrivals. Which was fine, except that it was a two-mile walk and Ben had to do it with Rook.

Patience had to have done that on purpose.

Before they even left the drop-off, Rook opened his mouth. Ben was quick to cut him off. " _No_ ," he snapped and Rook was quick to shut up. "Not a word unless it's about the mission. I don't want to hear it, Rook."

So the Revonnahgander nodded, respectful as always. And they walked.

It was hard to relax when all Ben could think about was what he wanted to say to Rook. There was so much. At times, Ben wanted to apologize, but then he would stubbornly remind himself that the issue wasn't his fault. Then he would want to slap Rook again or scream at him until he was hoarse, but none of those fantasies made Ben feel any better. He wanted his friend back, but how could he have back something that he might not have really had to begin with?

Despite the clear inner turmoil, Rook stuck to Ben's boundaries and spoke only twice to adjust their direction. Before too long, they were coming close to their target area and Ben managed to swallow his pride long enough to put the gap between them aside and stick close to Rook as they snuck their way through huge peranite formations and closer to the looming cave.

It looked exactly how Patience described it — like a mountain top had collapsed inward. Even without the coordinates that Rook kept checking on his Proto-Tool's screen, it was pretty obvious what they were aiming for. Ben didn't see anything around that indicated anyone was there, allies or otherwise. Then again, they were made of peranite. Still, considering that this was supposedly a huge transfer of prisoners, Ben was surprised not to find anything outside of the cave's main entrance. There were no trucks or Petrosapiens in chains or any Nemuinas overseeing the process. The only sign of activity was the thin wisps of steam leaving the open top of the cave. Something about that didn't sit right with Ben, but he shrugged it off. It was time to focus, not second-guess himself.

Finally, nestled behind two large jutting rocks, Ben and Rook settled down to wait. Pointedly not looking at his ex-partner, Ben touched a hand to the headset he was wearing and flicked the microphone on. "Dr. ET and Stone-Cutter in position," he muttered. "ETA for everyone else?"

There was a brief pause before the radio buzzed to life again. " _Valkyrie in position. Waiting for permission to continue_ ," said one of the Petrosapiens that Ben didn't know.

" _Ironsides, ready and waiting_ ," came the other unfamiliar voice.

" _Checking, Fengári is ready_ ," said Tetrax. Ben had to bite back the urge to reply and strike up a brief conversation. He wanted to ask what Tetrax's codename was supposed to mean, but he held himself back.

Another minute passed before a breathless Conway added, " _Minor setback. Rockslide. Kevlar will be in position in one minute, counting._ " The receiver in Ben's ear blurred into static and was quiet again.

Patience was listening, of course, but she wasn't going to waste her time telling them to sit there. Not that Ben needed to be told to do that, of course. He slid down with his back against one of the rocks, letting out a controlled breath while things were still calm. His ankle throbbed. It didn't hurt, exactly, but maybe jogging two miles right after a sprain was starting to heal wasn't the best idea.

To Ben's surprise, Rook knelt down in front of him. He said nothing, like he was told, but reached into one of his packs to pull out a clump of wrapped ice. It was a little bit melted but, when he offered it, Ben took it after a moment of consideration. They held eye contact for a long, tense second until Rook straightened back up and moved away again.

Clinging to his stubbornness, Ben didn't use the ice on his ankle. But he would be lying if he said that it didn't feel good against his heated skin. Rook was always prepared. Ben wondered if the ice had been considered for him, specifically, or if Rook always carried around little things like that. He wasn't about to ask. They only had a few minutes at the most until Patience told them all to move in. Their timing had to be exact.

Finally, after a few drawn-out minutes where the only sound Ben could hear was his heart pounding, the radio in his ear crackled to life.

" _In positions_ ," Patience's voice instructed. Immediately, Ben was on his feet, hand going to the Omnitrix. " _Five… four… three… move out!_ "

Ben selected Diamondhead on his playlist. "Alright, c'mon. Don't let me down now, Omnitrix…" He pressed down on the core gently, fingers crossed.

He felt his arms widening, thicker than his neck and then bigger still as his spine hardened and shot up. His middle and pointer fingers melded together and grew clumsy and boxy. The skin of his back tore apart and shards of peranite sprouted from the gaps, crystallizing the human skin and muscles and nerves as it went. There was such a familiar comfort in being Diamondhead. As the transformation finished, he let out an audible sigh of relief.

There was no time to enjoy the feeling, though. Rook gestured up towards the top of the mountain with a tilt of the head. Nodding, Diamondhead focused on the ground. He wasn't used to being able to manipulate his environment so completely, but as weird as it felt to be surrounded by peranite, he took control of the rocks beneath their feet and focused his energy on sending them upwards.

The result was like an escalator. Only, it was faster and there were no safety railings and instead of steps, they both stayed stationary on a single chunk of rock that slid up the side of the mountain. So it was nothing like an escalator, really.

Communication between them was silent, the way that missions usually were. At the top, Rook immediately jumped off and sprinted the short distance to the opening in the mountain. He shot an anchor from his Proto-Tool towards Diamondhead, who caught it easily, and dropped down into the blackness without hesitation.

The motion was so smooth that it all happened in just a few seconds. Ordinarily, Ben might have been impressed, but all he could feel in that moment was the sneer on his face. How did he never notice it before? Not every Plumber could move like that. If Ben had read Rook's file before, on his own initiative, the whole confrontation could have been avoided. Would that have changed anything?

It was too dark to see the ground inside over the lip of the cave, but Diamondhead had decent enough night vision that he could make out the top of the ship where the transfer was supposed to be taking place. Funny. He wasn't an expert Plumber technician or anything, but its design wasn't anything like what he had seen Plumbers use before. It wasn't as though the public on Petropia was allowed to have starships, which meant that it probably came from offworld. Most likely, it was Murowa's, which wasn't too surprising. So why did it feel like something was wrong?

He didn't get to sit around there long enough to question it. After what couldn't have been more than a minute or two, the anchor that Diamondhead was holding was tugged on sharply. He took the hint and stepped back, pulling hand over hand at the same time that Rook retracted the length. Whatever had been done to the ship, he knew that it would prevent takeoff. That was Rook's key role in their assault. And Ben was supposed to seal the opening shut. It wouldn't stop Argyle, but it would slow him down. That would be enough.

Once Rook got to the top though, he looked surprised to find his anchor crammed haphazardly between two rocks. "Ben?" He turned, having only enough time to register Diamondhead jumping straight into the hole that he had come up from. "Ben!" Rook shouted, but before he could make any decision about what to do, the hole slammed shut and Diamondhead plummeted down into the darkness.

He skidded off of the starship's roof, no doubt leaving a dent from his landing. It was hard to see where he was going, but the others had done their parts and there was only one obvious exit. Diamondhead could hear someone running. He wondered where the Petrosapiens prisoners were. Inside the starship made the most sense but, right as he turned to cut his way through the ship's hull, he realized something. The ground beneath him was damp. It tickled at a faint memory that he had: Patience's voice, saying something about "flush him out." And wasn't there supposed to be some huge underground stream running along this mountain?

The roar of water was the only warning that Diamondhead got before he was knocked over with the force of it. He choked on a mouthful and quickly remembered that  _Petrosapiens need air_ and also, that  _Petrosapiens can't swim_. His head broke the surface in time to hear the ship being knocked over and ripped apart by the screaming wave. The whole cavern shook as the FTL drive exploded and Diamondhead was swept back under by a virtual wall of superheated water.

The world went black and grey, flashes of light peeking through the murky water as Diamondhead was flung down the path of least resistance — also known as, the exit.

It must have only been a few seconds, but when Diamondhead spilled out of the flooded cave and into broad daylight, his head was pounding and his crystalline lungs were burning. He blinked at the single sun in the cloudless sky, letting out a groan as the Omnitrix beeped and timed out. Damp and a little humiliated, Ben would have been content to lay there for longer, had he not abruptly become aware of a familiar voice talking.

"Six months and, in all this time, you haven't gotten any smarter," Argyle's voice said mockingly. "Honestly. I don't know why I had to tell everyone that you died after our fight. Natural selection should have picked you off decades beforehand."

It hadn't been that long since Ben last spoke to Argyle (A few days? A week? Time blended together underground.) but his voice was like getting dunked in ice water. He shot up into a sitting position, brushing his wet hair out of his eyes to see what was happening.

Argyle, diamond skin shimmering with flecks of water, stood proudly at the edge of the lip of the cliff with his back to the cave's entrance. Below, out of sight from Ben's current angle, Patience shouted back.

"That time I wasted in the hospital gave me plenty of time to brush up on strategy, though! You're the same fool who got seven platoons slaughtered in another planet's civil war! Not that you care who has to die to serve your own ends!" Patience finished her taunt with a grunt and the sound of peranite splitting. A second later, she was in the air, slamming down a few feet in front of Argyle. The force of her impact rocked the ground, leaving a crater where she landed and causing Ben to shudder hard enough that his teeth ached.

Unphased, Argyle merely flicked a shard of peranite off his shoulder and neatly side-stepped the punch that Patience had aimed at his jaw. He tsked, as though disappointed. "You call this a strategy? You served a decade as Head Magister and can't even recognize a trap when you see one?"

Again, as Patience growled and went for a sloppy kick, Argyle ducked and weaved, in between and around her. His hand went to his utility belt, closing around a sphere barely bigger than an orange. He chuckled, a devious look on his face. "Let's see if you've gotten any better at catching, hm?" And he pressed a small button on the top and tossed it towards Patience.

It wasn't a bomb. Ben knew that immediately. Explosions wouldn't kill Petrosapiens the way that they would people. So, what else could...? His eyes went wide. Before there was time to question if it was a good idea or not, Ben was on his feet and sprinting.

He skidded through the water, impulsively reaching out to grab the weapon. Inches from Patience's look of surprise, Ben snatched it out of mid-air and huddled it to his chest just in time for it to explode.

There was less pain than Ben had been expecting. He winced as bits of the casing cut into his hands, but it hadn't dug in very deep. He bit back a pained shout as he drew a sizeable fragment out of his palm and it was only then when Ben noticed that his hands were wet. Not with blood — there was, surprisingly, not a lot of bleeding. His hands were soaked in some yellow-tinted liquid. Ben didn't recognize it at first, eyebrows drawing together in confusion, only for his expression to morph into one of horror as he realized what he was looking at. Ben had seen the substance before, tucked away in little peranite vials at the water filtration factory.

He whirled on Argyle, who only looked taken aback for a moment before his expression drew into a scowl. "Did you try to soak her in Red Sleep venom?" Ben snapped, holding up his cut hands to display the toxin dripping from his fingers. It was a little unnerving to see the poison mingling with bits of his blood. He had to remind himself that it was harmless to humans. Probably.

"Of course I did," Argyle said, looking at Ben like he was an idiot. "What? Did you think that I followed your pathetic breadcrumbs and left that obvious document accessible on my computer just to invite you all to stargaze? I can't believe that I'm wasting time explaining this!" He gave a shout of frustration, picking another bomb and chucking it at Patience.

This time, she was prepared. She kicked it away, only for it to burst over her foot. Luckily, she was wearing protective boots, but she did wince and stumble back. Her head was unprotected and Ben somehow doubted that she would survive if that stuff started eating away at her face.

"Patience!" Sybil's voice came from the bottom of the mountain as she suddenly joined them, launching herself up to the cave entrance far more delicately than her leader had. "Patience! I need to tell you, I saw—" Whatever it was, she never finished. Ben made the mistake of looking away from Argyle and the next thing he saw, Sybil was screaming and dripping with a yellowish toxin that was quickly turning into a thick, red slurry as it pooled into the newly-formed cracks in her skin.

Stunned, no one moved. Sybil sunk to her knees, clutching the left side of her face and shrieking. Then her panic became sobs, then breathless pants, and then she was quiet. Something in Ben's chest went cold.

" _Sybil_!" Conway darted out of the cave at the sound of his sister screaming. If Ben had to guess, Patience had put him in charge of the flood and left him with instructions to stay put once the job was done. And he had — until something more important came up. He ignored Argyle completely, dropping to his knees at his sister's side with a heavy thud. "Sybil,  _shit_! Don't sleep, try to focus on the panic, listen to my voice,  _fuck—_ "

Finally, Patience managed to spur herself into motion. "Pull yourself together!" She shouted at Conway. "Get the damn venom cleaned off, don't sit there crying about it!" As if on cue, she slapped her foot into the ground, growing a peranite wall in front of her to catch the bomb that Argyle sent her way. He must have gotten tired of waiting. Patience barred her teeth at Conway. " _Now_!" She practically screamed.

He managed a nod, hefting Sybil onto her feet and half-dragging, half-carrying her into the cave. All the while, muttering what sounded like prayers under his breath.

"I've had enough of this," Ben said through clenched teeth as Argyle readied another bomb. His hand went to the Omnitrix dial. "It's hero time!" He forced out, ignoring the red stain where Sybil had collapsed as he slammed down on the most powerful device in the universe.

Ben felt his skin tingle and go numb as it separated from the muscle underneath, nerves tearing apart without feeling as his outer body hardened and compacted into a dense shell. His bones dissolved, his newly-formed shell squeezing everything into its new place. He felt his fingers extending into points, holes opening in his palms and tracking a path all the way up his arms and through his chest. When the split-second flash was over, Water Hazard was already in motion. His fist sank into Argyle's jaw with a heavy crack and the Petrosapien was sent sprawling.

If his outer shell had the ability to feel, Water Hazard might have flinched, his fingers no doubt broken. But all he did was hold his hand up and focus on building a high-pressure blast. Water could rip the skin off of humans easily if it had enough force behind it. He wondered what effect it could have on diamond.

But just as Water Hazard released the pressure building in his chest, focusing it outward through his hand, something hard rammed into him and sent him stumbling. His aim was thrown off completely and the jet of water cut a sloppy path through the ground, shattering peranite, yes, but leaving Argyle completely unharmed. " _What was that for?_ " He snapped as he whirled on Patience, who was standing stubbornly where he had been the moment before.

"You're disobeying orders, Tennyson!" She said heatedly without looking at him. "I told you days ago, he's  _mine_! Stand down!" Patience held her hand towards the mountain and there was a deafening crunch as she ripped a chunk of it away, burying Argyle beneath a verifiable avalanche of peranite.

Water Hazard rushed forward, shoving an enormous chunk out of the way. He started to dig, trying to tunnel his way through the densely packed material, only for Patience to grab him by the shoulder and whirl him around, forcing him to stop.

"What do you think you're doing?" She asked lowly.

Unaffected, the Orishan met her glare head on. " _Trying to save a life. I would be doing a lot better at it if you would back off and let me work_ ," he replied.

She gave a short, sarcastic laugh. " _Please_. As if someone like him is worth the care. Do you know how many millions he's ruined?"

" _That doesn't make it right for us to do the same thing_ ," Water Hazard said with a firm shake of the head. As much as he wanted to... But Ben wasn't that sort of hero. After what happened with Kevin, he had promised himself to never go that far again.

Their argument might have continued had they not been interrupted by a shout. "Ben!" Rook called as he rounded the side of the mountain. He didn't look tired in the slightest from scaling his way back down a mountain. "You should not have—  _Woah_." That last word slipped out involuntarily as his eyes landed on the impressive pile of peranite. It was so unlike Rook that it almost made the teen hero laugh. Almost.

" _A little late to start questioning my decisions, Rook_ ," he shot back at his ex-partner without looking away from Patience. To her, he said, " _We can't leave him to die_."

Almost as though proving him wrong, the ground began to shake. Before any of them could think to move, the peranite cracked and caved in, dropping Water Hazard and Patience into a blackened plunge. They hit water, but with the surface coming up to the Orishan's waist, it wasn't exactly a cushion. He was quickly balancing back on his feet, looking back up where they had come from. It was a further fall than initially expected — Rook was peeking his head over the cave in and he was barely bigger than Water Hazard's thumb at the distance.

"You're pretty lucky," Argyle's voice said from the surrounding blackness. It was so dark that Water Hazard couldn't see anything outside of the spotlight created by the hole above him. In the silence following his statement, Water Hazard and Patience pressed back-to-back on impulse, ready for a fight. They held their breaths, hearing only the steady dripping of water on crystal. Then, Argyle continued. "Normally, this cavern is filled to the brim with rushing water. Of course, then you funneled all of that up in an attempt to flush me out. Impressive maneuvering, I'll admit. It doesn't do you any good now though, does it? But it does make an excellent stage for a showdown."

A glint in the shadows caught his attention and, moving on instinct, Water Hazard choked back a shout and shoved Patience out of the way just in time to take a venom bomb to the chest. It exploded with no effect, coating his torso with a yellow tint.

" _What's wrong, Argyle?_ " He mocked into the emptiness. " _Can't win on your own merits? Is that why you had to resort to poison? Remind me why I should consider you a threat._ "

There wasn't an answer. Patience let out a grunt as she dodged a punch and Water Hazard turned in time to catch a roundhouse kick aimed at his jaw. Taking hold of Argyle's ankle, he flung the Petrosapien to the side, sending him sprawling face-first into the water.

" _Not so tough on even ground, huh?_ " Water Hazard remarked. Had he had facial muscles, he would have smirked.

The sense of victory was quickly washed away when Argyle suddenly chuckled. He pushed himself up into a standing position, holding up the belt of toxic grenades he had been wearing up until that point. One of them was punctured and dripping. He let them see it before dropping the entire belt into the water, crushing it underfoot. Argyle pressed a button near his neck and a clear helmet slid protectively over his head. The rest of his body was sealed behind a suit of flexible armor. "I hope your suit is watertight, Patience," he said with a grin as the poison swirled up his armored leg to no effect. "Poison tends to…  _spread_."

Based on the look on Patience's face, her armor was certainly  _not_ watertight. She backpedaled quickly, swallowing a shout of alarm. Quickly, a slab of peranite shot out of the water beneath her, holding her body safely above the surface.

" _Just go!_ " Water Hazard shouted, pointing to the gap in the top. It looked like Rook was trying to lower down to their level, but it was hard when the Proto-Tool wasn't sharp enough to dig into peranite and there was nothing steady enough to hold the other end of his tool. " _You can lift yourself out of here! I'll handle Argyle._ "

It wasn't even an option for her. Patience narrowed her eyes as if to challenge him. Then, purposefully, she ripped a chunk of peranite from her platform and sent it flying at Argyle.

He held his hands up, crushing the rock in mid-air. Little fragments of peranite bounced off of him harmlessly and he grinned. "Always so illogical. That was always your problem, you know. So emotion-driven and not enough patience. How  _ironic_." He crushed the platform that she was standing on with a sharp twist of the wrist.

Letting out a furious growl, Patience jumped to another one she formed, skipping over the tainted surface of the water as quickly as he could destroy her safe areas. Frustrated, Water Hazard decided to finally use his environment to his advantage. He turned his focus to the water he was standing on and pushed his control further.

The smug look on Argyle's face was replaced with one of confusion as the water around him pulled away. "What the—?" He turned away from Patience to look at Water Hazard, flabbergasted.

Surrounding himself, the Orishan had made a thick, protective layer of dense water. The rest whipped around him, flailing like tentacles as he pulled every last bit of moisture in the area into his nexus. He had no idea how many water whips he'd managed to form — they started to blur together after fifteen.

Whatever element of surprise Water Hazard might have had, it was rendered meaningless when all Argyle did was bare his teeth and stand his ground. "You don't scare me, Tennyson! You're all power, with no sense of control or maturity. You're a joke." His gaze darted up. Somehow, even though Water Hazard had at least six hearts, they all managed to skip a beat as he realized what was about to happen.

" _No!_ " He lashed out with his water whips, knocking Argyle onto his back and swiping him right off of his feet. Even when he hit the ground, obviously dazed, all Argyle did was roll away from other hit and raise his hand upward. It closed into a fist and, as he pulled down, there was the unmistakable rumble of rock above his head.

And at that moment, all Ben could think about was Rook. He saw Argyle making his escape, Patience going after him, and his ex-partner plummeting towards the ground with nothing to soften the landing beside chunks of peranite. So Water Hazard clenched his jaw and made his decision.

His water tentacles shot out, expanding his shield to attempt softening the smaller chunks as he drew Patience close with one and caught Rook with the other. Neither of them was very cooperative — flailing and panicking for completely different reasons — but Water Hazard shot one last look towards the spot where Argyle had disappeared and forcefully funneled the water  _down_.

The three of them burst through the caved-in hole and back to the surface with a jaw-dropping explosion of water. Sticking the landing was going to be a little more difficult. Just as Water Hazard angled them away from the torn open ground, the Omnitrix began to beep. He didn't even have time to mutter a curse before a green light washed over him and, suddenly, Ben was plummeting like a rock. A scream built in his throat but it never made itself known.

The landing jarred him and he tasted blood as he bit painfully into his tongue. His eyes were closed. He should have hit the ground, but the wind was still whipping around him and Ben was still falling. He managed to pry his eyes open, swallowing a shout as the peranite slide that had caught him twisted and turned sharply. His stomach would have dropped if Ben hadn't already left it high above him. Despite the horrible whip-lash, it was still a lot better than hitting the ground with a crunch and a splat. The makeshift slide emptied out at the base of the mountain and Ben skipped like a stone over water, bouncing once, twice, and three times with bone-rattling impact and a painful grunt each time. When he finally came to a stop, all Ben could do was roll onto his back and stare up at the sky. He was so dizzy that it really did feel like his head was spinning and his eyes were rolling in his sockets. That was going to hurt in the morning.

A figure loomed above him. Ben was barely able to identify the person as Tetrax and he was too exhausted to remember to be angry.

"Sorry for the rough landing," Tetrax sighed, offering to help Ben up. Everything was still in triples, so it took him a few tries, but the human eventually managed to grab Tetrax's hand. He was hefted easily into his feet, having to hold onto the Petrosapien to get his balance back. "I would have caught you, but I'm as hard as the ground and at the velocity you were falling, catching you probably would have snapped your spine. This was the better option, believe me."

Miraculously, Ben did. Once he trusted himself enough to stand, he pushed away, looking around. Two other peranite slides sprouted from the ground, all some distance apart. Patience would probably be fine, but Ben felt the aching all over his body and felt a surge of pity for Rook. Or, he did until he remembered the Revonnahgander's durable armor as well as the fact that he was supposed to be mad.

Next to him, Tetrax shook his head. "I should have been there. I wasn't expecting Patience's little flood stunt to cause a cave-in. Getting out of that rubble without causing another collapse was a hassle to be sure, but I got here in time to see you all falling." He paused, looking around. "Where are the others?"

Ben shrugged, staring fixedly at a spot far in the distance. "Dunno. Around, probably." He almost reached for his headset, but between the alien transformations and that jarring fall, it was long gone.

"I see." Tetrax frowned. "And Argyle?"

The fight flashed through Ben's mind. He was soaked and bruised and his mouth tasted like copper. Reaching to his chest, Ben grimaced as he felt the tenderness around his ribs.  _The whole thing had been a complete waste of time._ "He got away," the hero remarked flatly. "All thanks to Patience."

**Notes for the Chapter:**

> Oh boy, what a long chapter! My longest one yet, actually. We had a lot going on this time. Hope you guys are ready for the end of Act Two, because we're really gearing up for some important shit. Who's ready to see Ben and Rook make up?
> 
> **Chapter Fifteen: _Point of No Return_**


	16. Point of No Return

**Summary for the Chapter:**

> "Don't say that," Ben said abruptly. "Don't apologize."
> 
> There was a moment's pause while Rook considered if he had heard that wrong, but when Ben didn't continue, he frowned. "I was under the assumption that one should apologize when they have done something wrong."

After Ben saved his life during their last mission, only two days ago, Rook had foolishly thought that he had finally been forgiven and his friend wanted to talk. It had seemed like a good sign to see Ben talking to Tetrax, brief and stilted though their conversation was, but Rook hadn't had the same progression. Same as before, Ben refused to look at him or speak to him. He should have known that a heroic act didn't mean anything special — Ben had risked his life for less and saving people was his natural instinct.

He had never thought that he would be thinking of the hero bittersweetly, but as often as Rook had thought less of Ben for being "naive" in the past, that quality suddenly made his heart twist. At the end of the day, through all of the mistakes and insensitivities, Ben was a kind person. Rook felt dirty for wanting to take advantage of that.

So he had returned to the base with the rest of the unhappy group without another glance in Ben's direction: damp and sore and still missing his best friend.

Only two of those things had changed in the last few days. Rook was dry and his body was no longer aching but it was as though no matter what he did, his thoughts were stuck on his ex-partner. It was why he had dragged himself out into the base's cafeteria, not that the change of scenery had done anything. He watched the Petrosapiens buzzing around, eating and conversing without a care in the world, and wished that he could feel so relaxed. How did all of them keep from thinking about Ben? His gaze flickered upward as a shadow fell over his table but didn't bother sitting up.

"The mission was that bad, huh?" Xo'onotlite asked in a teasing voice as she came to stand next to Rook. He had to crane his neck to look up at her, but only because he had laid over the surface of one of the many tables in the near-empty cafeteria.

The only reason that Rook wasn't sulking in his room was that he didn't want to be reminded of Ben. Humans had a very distinctive scent and it clung to the half of the bedroom that his ex-partner had claimed as his own. It literally made it impossible to breathe without thinking about Ben and Rook could do without that. He hadn't even noticed the smell until his friend had left and that upset him more than it had any right to. So often over the course of the last year, Rook had wished for some semblance of calm or quiet. Now that he had it, he couldn't believe how much he missed Ben's loud and obnoxious nature.

"I do not wish to talk about it," Rook replied, turning his head away from her. He liked Xo'onotlite, yes, but he wanted to be alone. He hoped that she would take the hint.

She didn't. Instead, she pulled out the chair across from Rook and dropped down into it without hesitation. "I heard the basics from Cancrie and Boulder, but it seems like neither of them were there for the really interesting stuff. I've been trying to get details for  _days_. You sure that you won't talk about it?"

Rook almost refused. He had already started saying "no," when something occurred to him. What else did he have to do? Workouts would only give him more time to think, which he was already doing plenty of where he was. He had already taken apart and thoroughly cleaned the Proto-Tool for the day and he didn't want to wear it down by doing that over and over. Even if forcing himself to focus on something like that was the perfect way to keep his emotions at a distance. He glanced up at Xo'onotlite, seeing her eager expression, and sighed.

"Fine," he gave in, pushing himself up into a proper sitting position. Rook Da would have been appalled to see his son sitting slouched over a surface used for eating. For some reason, the mental image brought a smile to Rook's face. It didn't last long. "It was a disaster. The plan did not work at all. Based on what I gathered by talking to the others, Argyle had expected our arrival and planned for it. I was absent for most of the fight, but he was utilizing Red Sleep venom as a weapon. That is how Sybil ended up with such severe burns."

Xo'onotlite grimaced, shaking her head sympathetically. "I saw that. Nasty. It's amazing that she survived, but whoever handled the injury on the battlefield did a remarkable job. Keeping the poison from dissolving too deeply into the body can be the difference between life and death." She managed a chuckle. "But maybe a scar will end up doing her a favor. Men on Petropia appreciate a woman who's battle-hardened. If not Tetrax, maybe someone else around here will finally ask her for a spar."

They shared a brief laugh at their teammate's expense before Rook continued with his story. "After that, Argyle caved in the ground, dropping himself as well as Patience and Ben into an underground cavern. I am unsure of how their fight went, only that it ended poorly."

He didn't feel the need to tell Xo'onotlite, but the situation hadn't ended there. Ben had argued with Patience all the way back to their transport and kept it going as soon as they arrived back at the base, only for her to lock herself furiously in her private quarters. Rook hadn't seen Ben since, but if he had to guess, the hero had probably ended up in the medical ward — like Conway, watching over Sybil.

"That's interesting," Xo'onotlite remarked. "He just left? After going through all the trouble of dragging you all out there? I wonder what it was he was after."

Confused, Rook frowned. "Is it not obvious? He wanted to kill Patience."

"Well, yes, he probably did," Xo'onotlite agreed, "but if the entire thing was a set-up from the beginning, why didn't he just kill her when she broke into his office to hack his computers? Why bother with the fake transcripts at all?"

And even as Rook went to answer, he realized that he had nothing to add. His jaw clicked shut. It had seemed like such a simple motive to him that Rook hadn't questioned the logic behind it. Xo'onotlite had a point, though. Why? What was so important about luring them somewhere else? Rook racked his brain for an answer but nothing came to him. All he could do was shake his head. "I do not know."

Even though Xo'onotlite seemed perturbed, she waved it off easily enough. "I'm probably over-thinking things," she said with a dismissive shrug. When Rook didn't reply, her expression softened into a smile. "And you have been too, right, Rook? You've been out of it for a few days now. Do you want to talk about what's got you down? I know it's not mission-related."

Uncomfortable, Rook had to resist the urge to look away. "With all respect, I do not want to talk about it," he told her.

"But you know that you should," Xo'onotlite fired right back. "You're a logical guy, Rook. I don't think that you want to be keeping these things bottled up, especially when it's clearly impacting your performance."

Logically, it all made sense when she laid it out like that. But Rook really didn't want to talk. To her, anyway. His number of close friends was few, even back on Revonnah. If he had to talk to anyone about emotional issues, Rook would have liked to talk to Ben or Gwendolyn. But that was part of his problem, wasn't it? He missed Earth. He missed the days wasted on patrols and crinkling his nose at the smell of Ben's latest smoothie combo and stopping bank robberies instead of planet-wide genocide.

Rook didn't know how to express all of that — not to a virtual stranger — so all he said was, "It is mission-related. That is the problem."

In response, Xo'onotlite said absolutely nothing at all. She raised an eyebrow but waited for Rook to continue on his own time. He appreciated it more than she would ever have to know.

"Must I really walk you through it?" Rook sighed. "You were in the room during my fight with Ben. You are perfectly aware of what is wrong."

She smiled faintly. "True. I've been told that I'm a little nosy, though. How about this? You're obviously upset about the fight. So why are you sitting here, complaining to me, when you could be apologizing to your partner?"

"Did you not hear him?" Rook scoffed. "He is not my partner anymore."

Technically, their partnership dissolved as soon as Rook gave up his Plumber badge, but he hadn't considered that to be  _actually_  parting ways with Ben. It had been more symbolic than anything. There was nothing metaphorical about being slapped and told to never speak to the other again. Ben was about as subtle as a flying mallet but he wasn't a liar. Their partnership was over. Permanently. That was all there was to it.

"Not the point, Rook." Xo'onotlite sighed. "You  _want_ to apologize. Why haven't you?"

Had Rook been one for excuses, he might have said something about it being hard to talk to someone who doesn't even want to see you, or about the timing being wrong, or how he was giving Ben space until he made the first move. And those all sounded plausible, but Rook wasn't one for avoiding responsibility. He stared hard at the table, face twisted into a tight frown.

"I do not know how to express such levels of remorse," Rook said finally. "There are human customs for such apologizes, but I do not think that I can find chocolate and flowers on Petropia. He would not understand Revonnah customs so even if I had Amber Ogia, I doubt that baking a pie and carving a symbolic charm from the resin would have much of an effect. And regardless of what I do or say, that will not change the fact that our entire friendship has been built upon a lie. It was an order from my superiors, but that does not mean that Ben did not deserve to know or that I could not have told him anyway. But if I had, would we have even grown to be good partners? Or friends? I cannot—"

"Rook." Xo'onotlite reached across the table, resting her hand over his with an affectionate pat. Immediately, Rook snapped his jaw shut. "Instead of trying to follow customs or getting him gifts, why don't you just say "sorry"? I think that he would appreciate it a lot more than you think."

He was quick to shake his head. "No. The word "sorry" is not nearly strong enough. There is no acceptable alternative in English," Rook explained.

"Really?" Removing her hand, Xo'onotlite frowned. "What's the word in your language?"

It took Rook a moment to answer. He pondered how best to phrase it before finally saying, "The word is  _xinteng_. Its literal translation is "heartache." Specifically, it is the sort of sadness and pain that comes from witnessing and sharing the agony of people you love. I could say that I am "feeling sorry," but there is no English equivalent to the amount of caring and weight behind the original word. But I  _am_ sorry. More than I ever have been." Rook bit his lip unhappily. He almost didn't continue but the words came before he could stop them. "Ben is my best friend. It is awful to know that I have hurt him so badly. At first, our partnership may have been a ploy, but I was not lying all those years that I idolized his legendary exploits and I was not faking our friendship. He is so important to me and I…" He trailed off, having to gather himself before finishing, "I never told him that."

There was silence for a minute as Rook carefully pulled his stoicism back together and Xo'onotlite tried to formulate a reply. "That… that's a beautiful sentiment, Rook," she said softly. "You should go find Ben. Tell him all of that while it's still fresh in your mind. I get the feeling that he'll appreciate it."

Somehow, even though the gap in his heart felt wider than ever, Rook managed to smile. "Do you truly think that it will make any sort of difference?"

Xo'onotlite didn't hesitate to nod. "I  _know_ that it will," she said with such conviction that Rook impulsively swallowed down his protests. "Even if he's not ready to forgive, I think that this is the perfect step in the right direction."

Still, Rook hesitated to agree. Talk to Ben? He wasn't very good at expressing emotions openly. It was one thing to elaborate to an unrelated third party, but the thought of Ben hearing that explanation made Rook warm with embarrassment.

But what if Ben never forgave him otherwise? Rook couldn't imagine the silent treatment lasting forever, but even after Ben cooled off, the past wouldn't disappear. They would never be friends again, Rook realized. And if they couldn't be partners, then friendship was all that he had.

Was it worth giving that up to protect his pride?

No. Of course it wasn't — Rook barely had to think about his answer. That wasn't even a real question.

Determined, Rook jumped to his feet. "I need to find Ben."

With a final parting encouragement from Xo'onotlite, he left the cafeteria and went in search of the infirmary. Rook only vaguely remembered its location from the tour Patience had given them on their first day there. It took a few wrong turns, but eventually, Rook found himself in a small hallway.

A few doors led off of it and one wall was lined with benches. Make-shift gurneys and an emergency first-aid kit hung from small hooks. He could tell immediately that the medical ward was underfunded.

Thinking back to the fight, Rook tried to remember if it had seemed like Ben was injured. He hadn't looked in pain on the ride back, but those gashes on his palms had seemed nasty. Those could easily be infected without proper medical care and Rook doubted the abilities of doctors to tend for another species when they couldn't even meet their own people's needs.

He opened the door at the end of the hall, revealing a large, rectangular room lined with peranite slabs. There were thin sheets hung to separate each bed and a small bay in the back for workers to prep for surgery. Most of the beds were empty, but there was a male Petrosapien without a left leg sleeping and a female with half of her face and torso shattered reading something on a tablet. Other than a nurse quietly surveying everyone from the back, the only other people were settled quietly near the front.

As far as burns went, Sybil had ended up with a severe one. Her head and neck were tinted red, with the right side of her face looking cratered. One of her eyes was missing, dissolved to leave behind a smooth socket, and that half of her cheek was gone, exposing a few rows of teeth and giving her face a lop-sided appearance. Despite that, she looked relaxed, laughing at something that Ben had said.

Seated next to the bed, the human looked remarkably fine. It had been a while since Rook had seen Ben smiling and he was glad for that, at least. Patience must have finally followed through on her promise to find Ben proper clothes because he had traded out his iconic t-shirt and cargo pants for a Plumber-issued tank top and shorts that reached a little past his knees. It felt a little weird to see Ben in a different outfit, but it was even stranger to notice the bandages peeking out from underneath the fabric. They encircled Ben's chest, matching the other patches of gauze around his hands and up his forearms. Rook felt a shot of guilt but quickly forced it away.

"So, what does it feel like?" Ben asked, reaching over to hover his fingers above the deep scar carved into her face. He didn't touch it though, waiting for Sybil's reaction with a careful frown.

She hummed thoughtfully, considering it. "Well… It doesn't hurt if that's what you're worried about. There's no feeling at all, actually. I won't be able to feel the affected areas ever again." A sad smile came to her face.

Quickly, Ben dropped his hand. "Sorry! I just—" He shifted uncomfortably for a moment, then said, "Whenever I'm Diamondhead, I'm always really aware of my body and how easy it is to will my skin to change. It feels like a sixth sense, easier than breathing, and I… I can't imagine how it must feel to not have that connection," he said quietly, looking down at his hands clenched in his lap.

As Sybil went to reply, her gaze darted up, locking on Rook's. He stiffened, starting to back up, but she wasn't upset to be interrupted. Actually, she seemed relieved, smiling and waving him over. "Hello, Rook," she greeted with a chipper voice. "No need to stand there by the door. You're welcome to join us."

If the look on Ben's face was any indication, then he very much disagreed. "Actually—" He started, getting to his feet, "I think that I should go find Tetrax, make sure that he's fine, too."

Before he got very far, Sybil had grabbed him by the forearm, pointedly but gently pulling Ben right back down into his seat. He sent a glare in her direction that she ignored, gesturing with a tilt of her head towards the seat closest to Ben. "Rook, I insist."

The awkwardness in the air made it difficult to find his voice. Still, Rook started forward. He bypassed the chair entirely to stand right in front of Ben. "I need to talk to you," he managed. He had never seen Ben glare like that before — like he could pin a butterfly to a corkboard with a single look alone. Clearing his throat, Rook found the will to add, "In private."

Stubborn as always, Ben shook his head and folded his arms across his chest. He sat back in his chair, sinking down as though to reiterate that he wasn't going to move. "No. If you can say it in front of me, you can say it in front of her." He jerked his head towards Sybil.

Why did he always have to make things difficult? Rook fought the urge to frown. "Ben—" He started, but he never finished.

Sybil was suddenly on her feet, startling them both. "I just remembered that I need a follow up with the doctor to make sure that my wound doesn't have any residue of the venom still. I'll be back soon. Feel free to wait here, Ben." She shot Rook an encouraging smile before turning to leave them to their own devices.

For a moment, all Ben did was stare after her, flabbergasted. After a moment, he snapped his jaw shut and sat up a little straighter, but he still refused to look at Rook.

There was a solid minute where neither of them moved. Rook had been hoping that Ben would say something —  _anything_  — to lessen the tension, but it soon became clear that that was little more than a fantasy. He bit back a sigh and sank into the chair next to the hero. He ignored how Ben subtly shifted away.

The silence between them was unbearable. Rook grappled for anything to say. It didn't have to be an apology or heartfelt, so long as it gave them something to talk about. "You finally managed to get new clothing," he said and immediately regretted it. The only positive thing that came from his statement was that Ben was so caught off guard that he instinctively looked at Rook, one eyebrow raised in disbelief. "Awkward" didn't even begin to describe it.

But maybe Ben didn't feel like sulking because all he did was roll his eyes and look away again. "Yeah. Only because my other clothes got covered in venom when the grenade I caught blew up on me. Patience didn't want me walking around a base full of Petrosapiens covered in toxins, I guess. She made me take about ten showers with near-boiling water before letting me even be here."

Rook was a little surprised to hear that — not the part about Patience making him get clean, but the mention of a grenade. He hadn't been there to see Ben get hit with one, but he had heard that Argyle was weaponizing Red Sleep poison. It made sense, in a sad sort of way. Of course Ben would be the type to catch a grenade for someone he didn't even like.

He smiled faintly. "At least the shirt she gave you is green," Rook remarked. It was an ugly, brown-ish shade of moss, but green nonetheless. The comment made Ben smile. Even if it only lasted a second before the human forced it away, Rook considered that progress. "You mentioned a grenade. Is that why your hands and chest are bandaged?"

"Hm?" Ben blinked, looking down at his torso as though he hadn't noticed the bandages. "Oh, yeah. I guess. My hands got stuck with some bits of plastic when the grenade blew up, so they had to pick out some of the smaller pieces and wrap them." He shifted to face Rook a little bit better, holding his hands palm-forward. When he flexed his fingers, there wasn't any sign of pain on his face. "They're a little stiff, but I'm kinda used to that. With my left hand, anyway." He put his hand over the Omnitrix almost self-consciously, frowning at the ground for a moment before continuing. "And the bomb stuck some really small pieces in my chest that I didn't notice because of the fight. There wasn't a lot of bleeding or anything, though. The biggest thing is that I bruised my ribs when I came down Tetrax's slide. You remember that, right?"

The memory made Rook grimace but he nodded. "Yes. My armor prevented any serious injuries, but the landing was rather… rough." It had left Rook more than a little sore, but at least he hadn't ended up needing medical attention like Ben.

"Yeah. Better than hitting the ground, though." He prodded gently over his ribs, wincing when he pressed too hard on a tender area. "There's not really much they can do about it. Petrosapiens don't use pain-killers that would work on a human so they just gave me a bunch of ice and told me not to run a marathon any time soon."

"Rest is the best thing for that, assuming that your ribs are not fractured or broken," Rook agreed. It probably was only a bruise — otherwise, all stubbornness aside, Ben would be in a lot more pain and have difficulty breathing. His gaze darted from the human's chest to his eyes and Rook's expression softened when Ben turned away. "I do not expect that you will be resting any time soon, though."

Ben shook his head. "No. There's too much I've got to do. Argyle's still out there, probably hurting people. I still don't know what his goal is or why he's doing this. Or how that Pesky Dust fits in to all of this." He muttered something under his breath unhappily.

"Nemuina, Ben," corrected Rook. "And her name is Murowa."

"Whatever." He waved dismissively, getting to his feet. At first, Rook was worried that Ben was going to leave, but all he did was stand there with an intense look of frustration on his face. "Call her whatever you want, but I'm still going to take her down. Her and Argyle both. They're going to pay."

There wasn't anything that Rook could say to that. He agreed, obviously. They would both be brought to justice, one way or the other. But he wasn't sure which method Ben was thinking of pursuing and that left him uneasy.

"I've been thinking," Ben spoke up suddenly. Confused, Rook looked up at him, but the hero stood with his back to his ex-partner and didn't turn around. "A lot of things make sense now that I know about why you're my partner. I mean, the Omnitrix is the most powerful device in the universe and the Plumbers give me a patrol on Earth, in my dead-end home town. There's a literal genocide happening on this planet and we didn't even know until we accidentally stumbled into it." Here, Ben did turn to look at Rook. There was an intensity in his eyes that so rarely showed itself and Rook found himself pinned, holding his breath. "What do we even do on Earth? Stop thieves and people who just blow things up? Normal Plumbers can do that stuff. The galaxy is probably filled with dictators and conquerors like the Incurseans. There are entire worlds and societies being wiped out right now. Probably slave rings and massacres and terrorism." He stepped closer to Rook — so close that he could count Ben's eyelashes and the cool severity in his stare had turned to raw, burning passion. "When I first put the Omnitrix back on when I was fifteen, I had to stop the Highbreed from committing genocide on a lot of different planets. They went sterile from inbreeding and I fixed them. I saved I don't even know how many people, including the Highbreed race, and now all I'm allowed to do is troll around Undertown and manage Bellwood because the Plumbers don't think I'm mature enough for anything more important than that. They don't think I can handle it, Rook." Ben's eyes narrowed in accusation and, suddenly, the Revonnahgander felt very small and very ashamed. "I'm right, aren't I?"

It felt like his heart had stopped beating but, somehow, Rook found the strength to nod. "You are right," he admitted. As hard as it was, he maintained eye-contact with Ben. "They think that you are a loose cannon. Too unpredictable. I…" He hesitated but, seeing the look on Ben's face, continued, "I have thought about this before as well. All of the years that I grew up hearing tales of your successes, I let myself believe that they were only legends and adopted the perspective of you that the Plumbers wanted me to have. That you were too reckless and carefree. Since working with you and becoming your friend, I have started to truly understand how much good you do and how you value your morals above all else. And I am so, so sorry for doubting that."

"Don't say that," Ben said abruptly. "Don't apologize."

There was a moment's pause while Rook considered if he had heard that wrong, but when Ben didn't continue, he frowned. "I was under the assumption that one should apologize when they have done something wrong."

That made Ben's expression falter. It was a relief to have that intensity gone and Rook tried not to relax. "Well, yeah, but… Look, when I said that I was doing some thinking, I meant it. A lot of thinking. You didn't really do anything…  _wrong_. Don't get this messed up, I'm still mad at you," Ben added before Rook could reply, "but you were just trying to be a good Plumber. That's what you've always wanted to be, right? Ever since you left Revonnah."

Even though there was nothing inherently wrong with what Ben said, it didn't sound right. Still, Rook couldn't exactly deny that. "Yes. That is true." He hesitated. "Where are you going with this, Ben?"

The hero shrugged, smiling bitterly. "You're… a really good Plumber, Rook. Way better at it than I would ever be. You should be on other planets negotiating peace treaties and assigning other guys to do the paperwork while you handle the exciting stuff. I never really knew how to put it into words before now, but… maybe we really shouldn't be partners." Ben looked away, absentmindedly fiddling with the Omnitrix the way that he always did when he was nervous. "When this is all over, you should see if you can reenlist with the Plumbers. And instead of getting stuck on Earth as my partner, you should see what else you can do. You're really just… too great at what you do to be stuck on a level three planet when you could be traveling the galaxy.  _And_ ," he hurried to continue before Rook could remember how to speak, "for what it's worth, I am sorry about your badge. About getting you sucked into all of this. If I hadn't, you could be finished with your report by now and enjoying your promotion to magister instead of cleaning up after my mistakes." He managed a laugh that had no feeling behind it. "I mean, let's be honest, it's not like I was going to get any credit for "our" report. Everyone knows which one of us is the better Plumber."

It was Rook's turn to jump to his feet. Had the chair not been peranite, he might have knocked it over with the suddenness of his actions. He had to resist the urge to grab Ben by the shoulders, hands hovering in the air between them uncertainly. "But you are the better  _hero_ ," he protested. There was something raw in Ben's expression — like he really  _didn't_ want Rook to continue — but the Revonnahgander took a step forward, dropping his hands, and pressed onward. "Rules and regulation are not all that there is to being a Plumber, Ben. You taught me that, not the Academy. I would not be half of who I am today if I had not become your partner. More importantly, if I had not become your friend."

When he really did reach out, wanting to place a hand on Ben's arm, the human was quick to step back. His hands were held up in surrender, his eyes filled with resentment and desolation. "Don't, Rook," he said firmly, though his tone spoke of something completely different. "This is hard enough already. It's not like I  _want_ to stop being partners, but I can't—"

Whatever it was that Ben was going to say, Rook would never hear the rest of it. The world shook, ground buckling under Rook's feet, and the next thing he knew, he was sprawled on the ground and Ben had toppled over onto the infirmary bed. The lights flickered and blinked off. There was darkness for a moment until the red emergency lights kicked in, alarms filling the air with a low, wailing screech.

Immediately, Rook was scrambling to his feet, stumbling and just about falling over again. The tremors quickly stopped and, in the heat of the moment, Rook offered Ben his hand and the hero took it and allowed himself to be pulled to his feet. If he recognized what he did, then he gave no inclination of it and Rook said nothing. There were more important things that required their attention. While the medical staff in the ward rushed around trying to get everything situated for emergency protocol, Ben sprinted out into the hallway with Rook right at his heels.

They came out to find Petrosapiens running this way and that — holding weapons and peranite slabs and hyperventilating and letting out battle cries. It was hard to tell what was happening, but through the loud chatter of voices, Rook managed to pick out "Plumbers," and "sneak attack."

He wasn't the only one. Ben stiffened and Rook knew immediately what he was about to say. "We're under attack," he announced, shouting to be heard over the sirens. Somehow, the tone in his voice told Rook that Ben wasn't about to sit the fight out. "You need to find Patience. If Argyle's here, he's probably going after her," Ben told him. "I'm going to pound these guys into the ground. If there's one thing I learned from video games, it's that the boss is a lot easier to take out once you've handled his lackeys."

Before Rook could respond — lecture Ben about relating video games to real fights, trip over a half-baked apology, insist that they not split up — the hero was already turning to leave. There wasn't any true reason why Rook reached after him. He grabbed Ben by the forearm, a million different things that he wanted to say all catching in his throat and making it hard to breathe. The only thing that stayed constant was the illogical, fervent need to not let Ben out of his sight. Everything was wrong and Rook was stricken, concerned over what could happen if he looked away.

But when their eyes locked, all of those fears seemed childish. Ben looked confused and a little scared, but mostly, determined. Telling him to be careful, to not push himself, to let someone else handle the heavy lifting for once… None of those things would mean anything to Ben. None of that was who he was. After a year of being partners, Rook ought to know that well.

He swallowed thickly and, instead of being honest, managed a smile. "We will continue our conversation after this, Ben."

For once, that had been the right thing to say. He tried to fight it for a moment, but then Ben flashed a grin in return. "Just think about what I said, alright? And, good luck."

That time, Rook let him go willingly. He stood there for a moment, watching Ben tear off in the other direction with a hand on the Omnitrix. When he rounded the corner, there was a flash of green light and then he was gone. Rook wondered, for a split-second, if he had made the right decision. He knew that he ought to find Patience and ensure that she was alright, but his conversation with Xo'onotlite flashed to mind. Patience couldn't be the target — but then, what did Argyle want?

He sent one last look in the direction that Ben had gone before Rook turned and took off down the opposite path.

**Notes for the Chapter:**

> Trivia time! The word "xinteng," that Rook describes is Chinese in origin. Revonnah society draws from Asian cultures for inspiration so the word seemed to fit. His description of it is more or less accurate, with my own creative liberties taken so that it fits the situation more closely. Rook is right about "sorry" being a weak word. Other languages describe these things so much better.
> 
> Emotions are so hard. I hope this came across how I intended!
> 
> **Chapter Sixteen: _Close to the Vest_**


	17. Close to the Vest

**Summary for the Chapter:**

> Then something clicked for Ben. No, it _didn't_ make any sense. _Unless..._
> 
> _...unless it was all a set-up._

Though he had just finished talking to Rook, a part of Ben wanted to turn back. There were still things that he hadn't said: the complex thoughts that he'd spent days trying to work out, the apologies and admonishments... He had to clench his jaw against the urge. There would be time for all of that and more after the base was safe from the invading Plumbers. Ben wasn't entirely sure why they were attacking, but it didn't matter.

There was nothing quite like an adrenaline rush to wash away all of Ben's bad thoughts. He let the unpleasant churning in his chest be pushed to the wayside, biting back a grin as he activated the Omnitrix. A fight was exactly what he wanted. Petrosapiens were tough, but Ben didn't care what alien he ended up with. He hit the dial without looking. Whatever it gave him, he would be cracking skulls anyway.

The transformation wasn't as drastic as some others, which was a rarity. Ben felt his skin thicken instead of dissolving, his bones growing and fusing instead of cracking, his insides swelling to fill the sudden empty space as he shot up to over twelve feet tall, his muscles growing harder than cement. The ground thudded underneath him with every step of his massive bulk as, without breaking stride, Four Arms pounded down the hallway.

Just in time too, as the enormous Tetramand followed the sounds of fighting to round into a hall that resembled a warzone. The smooth, boxy hallway was cracked and splintered, peranite shards sticking out and an enormous fissure splitting it in half. Four Arms had no idea how deep it went, but he didn't need to know in order to avoid it.

A Petrosapien in a Plumber uniform dashed toward him, arms elongated to a deadly point, and Four Arms didn't hesitate to grab him. Two arms encircled the attacker's wrists, hefting him off of the ground as his free hands grabbed the Petrosapien's sides and squeezed. There was a resounding  _crack_ , the man letting out a sharp gasp of pain as his Plumber suit splintered up and down his sides. His peranite skin groaned in protest, but Four Arms wasn't about to test his strength on living people by attempting to rip the man in half. Something instinctive told him that it wouldn't work regardless.

He wasn't strong enough to deal a lot of damage to someone harder than diamond, so Four Arms settled for the next best thing. He sent the Petrosapien swinging into the wall, his head snapping back and hitting solid peranite sharply. There wasn't a sound as he slipped into unconsciousness. Four Arms let him slide to the ground with a grin as he cracked the knuckles on all four hands.

" _Oh, yeah,_ " he said to himself. " _Now,_ this _, I can work with_."

He had no idea how many Plumbers were attacking them, but then again, it didn't matter. Four Arms grabbed anyone wearing white armor, only taking a second in between punches to be thankful that Arkein wore mismatched and second-hand pieces. He had never fought a Petrosapien as a Tetramand before and the experience was exhilarating.

Maybe it was some part of the Tetramand DNA, but fighting always seemed to feel  _better_ when he was Four Arms. He relished in getting to test his strength against trained fighters. Even if his knuckles were scraped and bloody from knocking against more than a few sharp edges, Four Arms barely felt the stinging. Maybe it was the adrenaline, maybe it was his tough skin, but most likely, he was enjoying himself too much to care.

He jammed the heel of his palm into one's chin, stunning them and grabbing the Petrosapien to slam him into another. They both fell over each other, landing in a heap. Without missing a beat, Four Arms carried himself forward, slamming his elbow into the back of an attackers neck as they were distracted with pinning someone else. At the same time, he let his momentum carry him through a roundhouse kick, grabbing the first Petrosapien by the head and sending her flying at the same time that his kick landed the male into the wall harshly. All in under ten seconds. Four Arms was only getting started.

He quickly lost count of how many Petrosapiens he took out. Not every single one ended up with a concussion. Four Arms quickly found that a long knee to the groin, throat punch, or ax stomp to the face kept them down long enough for the Petrosapiens on his side to handle them. He was much more interested in getting to the end of the attack. Because the guy in charge was always waiting in the back and Four Arms was eager to introduce Argyle to all four of his fists.

Unfortunately, his luck didn't quite carry him there. He had his two-toed foot over some Petrosapien's throat, pinning her to the ground when that oh-so-familiar beeping came from the Omnitrix. In a flash, five-hundred pounds of solid muscle melded away, and Ben stood with his shoe pushed against the neck of a very annoyed Petrosapien.

He blinked, surprised, then managed a nervous smile. "Uh, time out?" He tried.

The female didn't bother acknowledging that. Her hand shot up, tightening painfully around Ben's skinny ankle. Peranite shards dug into his skin, drawing blood and a sharp cry of pain from his throat. Considering that Ben only weighed about a hundred pounds, she had no problem forcing his foot from her throat. Sitting up, she threw Ben hard to the side, sending him skidding along the floor. He only stopped when he hit a wall, jarring painfully against it.

Ben lifted his head, dazed, and immediately stiffened. Before he could even think to hit the Omnitrix, she was on top of him, grabbing Ben by the collar and yanking him up. Her thumbs pressed in on the sides of his throat, easily holding him still despite his struggling. He wasn't choking, exactly, but Ben made a sound like a wounded animal as she began to crush his Adam's apple. His vision flashed black at the edges and he forced himself to focus. Reaching up, Ben grabbed her by the face, digging his thumbs into the inner corner of her eyes. It made a God-awful squishing noise like he was playing with putty and she howled in agony. She stopped pressing on his throat to slam Ben back against the wall. His skull cracked painfully on the peranite, ears ringing as everything went white. He didn't let up, clenching his jaw and ignoring the liquid dripping onto his face as he dug his thumbs in harder and finally hit the back of her eye socket.

A part of Ben was glad that he couldn't see or hear for those crucial final seconds. He felt blood dripping down the back of his head, matting his hair and making the back of his neck sticky. The weight above him finally pulled away. Ben didn't dare glance at his hands, shaking as he wiped the residue from his face and sat up. The woman had crumpled into a ball on the floor, howling with silent anguish as she pressed her hands to her face in some attempt to fix the damage. The only thing pushing Ben to his feet was the faint hope that Petrosapien healing applied to their eyes, too.

He swallowed bile, wiping his hands off on his shorts and turning away. His hearing came back and her haunting screams echoed in his head. The fight around him was still going on. Ben knew that he ought to activate the Omnitrix again, that he should be helping to hold back the enemy but, suddenly, fighting didn't seem so exciting anymore.

"There you are! Ben!" Sybil grabbed him by his bare wrist, startling the hero so badly that he nearly fell over. He had no idea where she had come from but even if he had been meaning to ask, she didn't give him the chance. "This way. Follow me." And she tugged him away from the fighting and into a smaller, quieter hall.

Even as shaken as Ben was by what he had been forced to do, he stopped. They had a still moment to talk, but only that — a moment. "Sybil, where did you…?" Ben had to stop to catch his breath. He hadn't realized how exhausted he was, sweat trickling down the back of his neck and tinted pink with blood. He wiped it away absently. "Where did you come from? Aren't you supposed to be in the infirmary?" He looked her up in down, taking in her casual clothes and freshly bandaged face. "...Did you come out into this without any armor at all?"

She waved dismissively. "Ben, this is important. I had to find you. It's urgent." Sybil took both of his hands, looking down at his open palms. Her thumbs gently traced over his skin, somehow managing to outline exactly where Ben could still feel that Petrosapien's eyes bubbling over his hands.

Abruptly, he yanked away, feeling an uneasy chill run down his spine. "I don't understand," Ben muttered, looking away from her. Something about the way she was looking at him made him feel exposed.

"You will," Sybil said as if that was supposed to be reassuring in the slightest. She pointed down the hall, away from the fight. "We all have parts to play. You need to go that way. Trust me." The look in her eyes was so severe that Ben almost believed her. When he didn't reply, Sybil gave him a pointed nudge in the shoulder. "Go. The others will be able to handle themselves without you."

Ben hesitated. He looked back over his shoulder, but the hallway had gone quiet. Did that mean that the Plumbers were advancing or that his side was holding their ground? He bit his lip, stuck on his indecisiveness. His gut instinct was to keep fighting, but the look on Sybil's face was making him reconsider.

"...alright," he said finally. "I'll go check out whatever's down this way. You should get back to the infirmary, though." Ben started forward, reaching for the Omnitrix when Sybil abruptly spoke up.

"If it's not too much trouble," she called and Ben slowly turned back to look at her, "I want you to try to forgive Conway. I know it won't be easy, but he means well — even if he doesn't show it."

Forgive Conway? Ben arched an eyebrow. Hadn't they already made up? Neither of them had apologized for anything, but Ben thought that Conway had finally cooled off on hating him so much. Mostly because Ben had forced himself to be around the brother and sister duo more often, but still. Conway hadn't insulted him for an entire day. That felt like forgiveness to Ben.

"Sure," he agreed anyway, if only to appease her. "Anything else you want to add?"

Sybil smiled faintly. "Just this." She walked up to Ben, surprising him by placing her arms around his neck and giving him a faint squeeze. Quickly, before he could react, she was already pulling back. "I've always been a huge fan," she admitted. "Good luck, Ben 10."

As weird as that was, Ben didn't want to waste time by standing around and talking about it. He gave Sybil a parting wave and darted down the path she had directed him to.

She said that it was important for him to take that path, but that wasn't very helpful and everything else that Sybil told him had been very vague. Ben kept his eyes open for anything out of place, but there was nothing unusual. There must have been a fight down that hall before because it was littered with holes in the walls and gaps in the floor and Ben had to step around more than one collapsed Plumber. The fight must have ended with Arkein winning and those still standing had gone to help out the others. That answered one question, but it didn't tell Ben what he was supposed to be doing. It was just the hallway that led towards the training room.

Suddenly, a Petrosapien swung out from around the corner, leveling his dagger-like arm at Ben's head. He stumbled back, hand going to the Omnitrix. Before he could activate it, the Petrosapien's free hand darted out and grabbed Ben by his right wrist. The sharpness of his arm melded back into fingers and the hand slowly let go of his wrist. With adrenaline pounding through his head, it took Ben a moment to recognize who he was looking at.

"Conway," he sighed with relief, gently massaging his reddened wrist. At that point, he was starting not to notice all of the bruising. "What are you doing all the way out here? I figured that you were the type to be holding down the front lines."

There was an odd set to Conway's face, as though he couldn't quite focus on what was happening in front of him. He blinked, shaking his head with a grimace. "I was," he assured Ben. "I ran into Patience. She wanted me to find you."

"Find  _me_?" Ben frowned. That didn't sound right. He wanted to ask if Conway had seen Rook and how he was doing but decided against it. The Revonnahgander could handle himself. He had proven that several times over. "What does she want me for?"

Again, Conway shook his head. "You're misunderstanding me," he said impatiently. "She doesn't  _want_ you, she wants me to get you somewhere safe. Argyle and his men are here for  _you_  this time, Tennyson. We must leave this base before we are completely surrounded."

It almost made Ben laugh. Hadn't they had a conversation similar to this not even a week ago? He could remember Conway, tucked into the shadows of the water treatment facility, telling him to prioritize the mission goal before helping people. They had found themselves at that same crossroads again. Ben wondered if Conway could appreciate the irony.

He scowled. "No way am I leaving. I don't care what Patience says. I need to stay and help fight off the Plumbers. I'm not helping anyone by running away," Ben said firmly.

That got a snort of indignation from Conway. He reached up and flicked Ben on the forehead. His fingers were made of peranite, so it still hurt, but it was noticeably more friendly than it might have been when they first met. It was almost teasing. "Short-sighted, as usual," he said as though lecturing a child. "Your Omnitrix has a signal that they can track, Tennyson. If they're here for you, then leaving can be nothing  _but_ a positive. They'll follow the signal away from the base. If they wanted anything  _here_ , they could have tracked us down and attacked us at any point in the months before you got involved. So, are you coming willingly or am I going to drag you?"

Something tickled at the edge of Ben's thoughts. He couldn't help but wonder, how had the Plumbers managed to find this base in the first place? There was no immediate answer. It felt like Conway's story was missing something — as though there was a dead-end where there should have been a neighborhood.

Confused, but not entirely sure why, Ben started to ask about it. Even as he opened his mouth though, Conway had scowled, stepping closer. He made a move as though to grab Ben and only missed by an inch as the human jerked back. "Woah, woah!" Ben held his hands up placatingly. "Look, I'll come willingly. You've got a point. Kind of." He rolled his eyes. "On one condition: we're not running. I want to go around and directly attack Argyle's ship or whatever he's got that's transporting all of these Plumbers."

Even though Conway looked far from pleased, he eventually nodded. "Fine," he agreed unhappily. "You can do what you like. My only orders were to get you out of the base. Follow me. This place has many side entrances. We'll take the one closest to us."

They set off together, peering around corners and inching forward as quietly as they could. It made Ben uncomfortable to be leaving a fight but, he reasoned with himself, it would draw the enemy away and he would be able to fight in a much more open area. Plus, he had a feeling that Conway was serious about forcing him to leave and while Ben could definitely beat him in a fight, he didn't want to ruin their not-so-friendly even ground now that they had finally started to not hate each other so much.

"Wait." Conway stuck his arm out, stopping Ben in the middle of the hall. He closed his eyes, apparently focusing on something, before moving over to the wall. He had to take a few steps to the side but, with a rap of his knuckles, a peranite slab slid out of the frame and down into the ground. Beyond it was a pitch-black set of stairs. "In here." He jerked his head to the side, stepping aside so that Ben could go ahead of him. "This will take us straight up to the surface. If I'm remembering correctly, we should be well-hidden behind an alcove of rocks. From there, we can scout for any nearby Plumber ships."

Ben wasn't too keen on the idea of walking up a flight of stairs without being able to see, but he nodded and stepped forward. Behind him, Conway followed and sealed up the entrance after them. The stairwell was plunged into complete darkness. It probably wasn't any better for Conway — Ben didn't remember Diamondhead ever having night vision, even if he did see at a superhuman level.

They walked up quietly for a few moments. Ben counted to fifteen in his head before saying, "So, can you, like, feel through the ground with your feet? You found that door pretty easily. Doesn't that kind of defeat the purpose of a hidden door?"

He didn't get an immediate answer. At first, Ben thought that Conway was content to ignore him entirely, but then the Petrosapien let out a heavy sigh. "It doesn't quite work like that," he said tensely. "We can sense peranite all around us. You felt that when you used your Petrosapien form during the last mission, didn't you?" Forgetting that Conway couldn't see him, Ben nodded. It didn't matter — he continued without giving the hero any time to respond. "It is more about feeling around you for peranite and focusing on the  _empty_  spaces. It isn't something that you would notice unless you were looking for it. Not on a planet made of peranite, anyway. There's already so much calling to you."

"That makes sense," Ben said with a hum. "I don't know, I guess I've never really thought about my powers as Diamondhead like that before. I always just focused on fighting and getting the job done."

Conway chuckled dryly. " _'Diamondhead'_? Is that what you call yourself?" He teased.

It was a good thing that they were surrounded by darkness. Ben felt his face go red with embarrassment. "Yeah, well— I was still a kid when I got the Omnitrix. I didn't know that I was actually turning into aliens so I had to come up with something to call them. The nicknames just kind of stuck." He hesitated. "It… well, I think it's part of the fun."

There was an interested hum from behind Ben. "'Fun'?" Conway repeated. Before Ben could figure out if that was a good thing or not, he was already moving on. "Your nickname, Ben 10… I always assumed that it was a rhyming scheme with your last name. Did you actually get the Omnitrix at such a young age?" He asked.

"Well, yeah," Ben said with a smile at the memory. Funny. Sometimes, he forgot that he was famous across the galaxy and that, naturally, it would come with rumors. He had lived through it all, but very few people knew the whole story. "I was ten-years-old and it literally fell out of the sky. Almost crushed me." He snorted. "I don't know how much ten Earth years is from your perspective, though. Is it a lot?"

"A decade," Conway said helpfully. "And, no, it isn't. It's not a lot at all."

There was a weird tone to his voice. Ben was struggling to place it when he abruptly knocked his forehead against something in front of him. "What—?" He muttered a curse, reaching up. Sure enough, there was a smooth slab of peranite above him, boxing him in like the top of a trap door.

Saying nothing, Conway reached around Ben to touch it. The rock shifted away from them, sliding back to reveal the final few stairs. Ben was temporarily blinded by the sudden flood of light. He blinked hard, squinting, and moved out of the tunnel and into the open air. He hadn't realized how stuffy it was in the stairwell until a cool breeze rolled over him. Maybe it was a little silly, but after living underground for a week, there was something refreshing about wind brushing through his hair.

Faintly amused, Ben brushed his hair out of his eyes and took in his surroundings. As Conway said, they had emptied out into a small, enclosed crater. It was surrounded on all sides by steep peranite walls, jagged points scraping against the painfully blue sky. The day was cloudless, the sun high in the sky and one of Petropia's dual moons hanging barely visible near it. It was a beautiful day, from a technical perspective. Ben closed his eyes briefly, his thoughts going to Earth. He hadn't properly taken a comb to his hair in two weeks. It had been too long since he last saw his parents. Was it weird to miss grass and the smell of dirt?

Behind him, there was a dull thud as Conway slid the entrance to the tunnel closed. He sighed and, when Ben turned to look at him, was squinting at something in the distance. Whatever he was looking for, Ben didn't interrupt. After a moment, he seemed to be satisfied. Facing Ben, he pulled a small canister from a side pocket and held it out to the hero.

Seeing Ben's confused expression, Conway scoffed. "It's water," he said dryly. "You look exhausted. Mammals need it more than Petrosapiens do, anyway." He gave the canister a pointed shake. "Take it, Tennyson, before I change my mind."

Rolling his eyes, Ben nonetheless reached out and accepted the water gratefully. Luckily, the canister was made of some sort of metal and not peranite. Ben had no trouble getting it open. He  _was_  kind of parched. It was nice to have a moment's quiet, though Ben knew it couldn't last. As good as it felt to have some water, he only took a few gulps before handing it back to Conway.

"Thanks," he said. Once again staring into the distance, Conway grunted in acknowledge but said nothing. Ben bit his lip, hesitating. "I mean it, though," he continued before he could change his mind. "Thanks for, uh, helping me out back there. And for letting me hang around you and Sybil when I needed to. Look, I—" Stepping closer to the Petrosapien, Ben stopped right in front of him, trying to look earnest. It was hard when he couldn't read Conway's expression. "I know that I can be a massive jerk sometimes, but I want to apologize for being pretty uncooperative when we first had to work together. I don't dislike you or anything, I just…" Ben rubbed the back of his neck nervously, finally having to look away. "What I'm trying to say is that we got off on the wrong foot. You're a cool guy. You didn't have to help me out and you did anyway, so… thanks." He managed a smile.

"Don't thank me yet," Conway said with a chuckle, relaxing into a grin. He placed a hand on Ben's shoulder, turning him around to point over the edge of their little enclosure. There, something metallic glittered just out of sight. "You see that? It probably belongs to some sort of Plumber ship. It looks like you'll get to end up taking the fight to Argyle directly after all."

Ben didn't bother trying to hold back his eagerness. He raced to the edge of the crater, digging his fingers into gaps between the peranite and letting his feet find the natural groves to rest on. He pulled himself up quickly, soon overlooking the sprawling side of a mountain. At the base, as expected, an enormous rocket was parked. He recognized it as the same model as the ship that had been knocked over by that flood of underground water on their last mission.

Peranite shifted next to him and Conway raised himself to Ben's height with ease. Ordinarily, it might have annoyed the hero, but he was feeling that familiar itch to activate the Omnitrix and wreck someone's day. He grinned. "You know, you can stay back," Ben told Conway seriously. "It's probably going to get intense down there. You don't have to come."

Conway smirked. "And let you have all the fun? You're starting to sound like Tetrax."

That got a laugh from Ben. He hadn't realized how tense he'd been the last few days. The stakes were higher than ever, but he felt good in a way that he hadn't for a while. Confident, almost. "Let's get down there, then," he stated. "Show these guys what the  _winning_  side looks like."

He started to lift himself over the ridge, planning to drop himself down and glide to the bottom, only for Conway to grab him by the arm and force him to pause. "One last thing," he said with a severe look on his face. "I'm sorry, too. I've treated you unfairly, Tennys— erm,  _Ben_. I think that you're a good guy. I don't even dislike you all that much."

Unsure if he should laugh or be upset, Ben settled for biting back a smile. "That's the nicest thing you've ever said to me."

"Don't get used to it," Conway retorted. He hefted himself up over the ridge, cracking his knuckles with a sound like shattering glass. "Let's do this."

As expected, Conway was much more graceful going down the side than Ben was. Mostly because he could adjust the ground beneath him with little more than a mental push and Ben had to trust that he wouldn't catch on a slightly raised portion of ground and get sent flying. Balanced on the balls of his feet, Ben kept a hand on the side of the mountain behind him to help steady himself as gravity brought him down. Conway reached the bottom long before he did, but was kind enough to wait with only a faintly smug expression until Ben joined him.

It went without saying, but the trip down had left Ben's hand red and drew several little cuts. Which, of course, Ben was fine with. He shook his hand out once Conway had turned his back. It felt good, in an odd way. Like he was capable without the Omnitrix. And Ben knew that already, yes, but he faintly wondered what Rook would say if he was there.

"Ben?" Conway put a hand out to get his attention. His other went for one of his armored pockets. "There is something else. You see, I—"

Thinking that he was going to offer more water, Ben shook his head, cutting him off. "Hold that thought. We're really close to the ship now. We should take a look." He moved past Conway, crouching low to the ground and pressing close to the side of the mountain. He craned his neck to peer out from around the side, taking in what he was going to end up destroying.

They had come down at an angle from where the ship was landed. It jutted from the ground easily four-hundred feet up, stabbing the sky in a gaudy, eye-catching display of metal and red paint. It looked terrible against the peranite landscape, visible for miles if it weren't for the jagged mountains shielding it.

Despite the fact that Ben wasn't exactly a Plumber engineer, he could tell that something didn't fit. None of the Plumber ships he had ever seen resembled a rocket. He could dimly recall Rook and Kevin having a heated debate about it, actually — Rook insisting that the streamlined and aerodynamic designs were perfect for maximizing speed with as little wasted energy output as possible and Kevin arguing that the cookie-cutter manufacturing standard put the entire Plumber operation at risk, as identical ships meant that they were all prone to the same weaknesses. Most of that talk had been swiftly ignored, but Ben could remember enough to know that the Plumbers would never purchase a rocket. It didn't make any sense, especially for travel across the same planet.

He was buzzing with questions until he noticed the little shapes fluttering around the ship.  _'Nemuinas,'_ his mind helpfully supplied. That answer should have satisfied him, so why didn't it?

Why did it feel like he was missing something important?

Ben tried to take it step-by-step. The rocket was probably designed by Nemuinas, since they appeared to be maintaining the ship. The only reason that their species  _should_  be on Petropia is if they were ordered to be there by Murowa. The thought of her set Ben on edge. He still didn't know what she or Argyle wanted. Was she assisting with the attack on Arkein's base? If that was the case, there had to be something in it for her. Murowa didn't seem like the type to hand out favors. It wasn't as though Murowa had any personal grudge against Patience the way that Argyle did. Of course, Murowa could have simply been helping Argyle out because they were friends and Ben was wrong about her, but why use  _her_  ship, specifically? Why were none of the Nemuinas inside the base, helping in the fight? Their powers would have made short work of any opposing force. It didn't make any sense.

Then something clicked. No, it  _didn't_  make any sense.  _Unless..._

Ben felt his breath hitch as he went rigid. Very carefully, he turned, just enough to look at Conway in the corner of his eye. "Hey," he said casually. "How did you say that Patience knew these attackers were after me, again?"

Next to him, the Petrosapien let out a thoughtful hum. "I didn't."

_...unless it was all a set-up._

For a split-second, neither of them moved. Time seemed to freeze as Ben ran through a thousand different choices in his mind. Run. Shout. Fight. He reached for the Omnitrix at the same time that Conway curled his hand into a fist, stepping forward. His fist sunk into Ben's stomach, knocking the breath out of him in a painful wheeze. A crack to the forehead sent the human to his knees, his vision swimming and temples aching as blood trickled down the side of his face.

"Don't take it personally," Conway said from above him, reaching for something he had placed into his armor's pocket. "This isn't because I hate you. But I won't pretend that it was a difficult choice."

While he blathered on, Ben was clutching his stomach, trying to force himself to breathe again. Blood had seeped into the corner of his right eye but he didn't bother trying to wipe it away. His fingers squeezed around the Omnitrix's dial, bringing up his playlist. Anything other than himself would be better in a fight.  _Anything_. But before Ben could slam down on the core, his was grabbed just below the Omnitrix and hefted off of his feet.

Eye-level with Conway, Ben could see what he had been reaching for. It was a small, purple pouch held together with thin drawstrings. Through the opening, Ben saw a small pile of what appeared to be gold dust.

Whatever it was, it couldn't be good. As Conway lifted it toward his face, Ben grabbed him by the elbow, jamming his thumb into the soft inner crease like Tetrax had taught him to. He felt small bones and a thick tendon that he pinched between his thumb and pointer finger and  _squeezed_.

Immediately, Conway's calm expression morphed into one of pain. He let go, yanking his arm back as though burned and let out a sharp, inhuman shout. Ben hit the ground hard, his bruised ribs burning in protest, but he didn't have time to catch his breath.

"Why, you little—!" Conway lurched forward, slamming his fist into the ground where Ben's head had been a second before.

The hero twisted out of the way, trying to scramble to his feet. The ground buckled beneath him, knocking Ben's legs out from under him and sending him sprawling on his stomach. He flipped over just in time for Conway to catch up with him, bringing his foot down onto Ben's Omnitrix wrist. He winced but didn't allow himself to scream. He wouldn't give Conway that satisfaction.

"It was you," Ben hissed with such loathing that it actually made Conway pause. He clawed at the foot blocking him from the Omnitrix, kicking out and squirming, all to no effect. "You led them here, didn't you?  _Why_? Why would you doom your own people like this? What about your sister? Tetrax?  _Everything you've worked for_?"

They locked eyes for only a moment. Conway smiled bitterly, as if he wanted to say something. There was a split-second where Ben thought that he was going to answer. In the end, all Conway did was lift the pouch he was holding above Ben's head and gently sprinkle a fine dusting over the human.

The flecks tickled Ben's noise and he went cross-eyed trying to look at it. His struggling slowed. He wanted to reach for the Omnitrix, but his hand hit Conway's leg harmlessly yet again and slid down to rest over his chest. No matter how he concentrated, his limbs didn't want to move anymore. Ben frowned. Everything kept moving in and out of focus. It was hard to think clearly. Was Conway always that fuzzy?

His eyelids felt heavy. Everything was in double, then in triples, then it was so blurry that it made his head hurt. Ben fought it at first, but eventually, he couldn't keep his eyes open. He went limp. The last thing that Ben was aware of was Conway's movement as he tucked the pouch away and bent down to throw the human over his shoulder.

And when the drug finally pulled Ben to sleep, it was dreamless.

**Notes for the Chapter:**

> Out of curiosity, how many of you saw this coming?
> 
> If you have any questions about when or how or why, don't worry! The Intermission will explain all of that. And then, we move into the endgame.
> 
> **Intermission: _Set in Stone_**


	18. II: Set in Stone

**Summary for the Chapter:**

> Several Nemuinas fluttered closer, their whispering language rising in volume with impatience. Conway only tightened his hold on Ben and sent a warning glare towards the ones trying to inch closer.
> 
> "Not yet," he said stiffly. "Where's my payment?"

Straightening back up, Conway rested one hand on the small of Tennyson's back to keep him from toppling off of his shoulder while he walked. He was faintly impressed with how well scoop had worked. He might have even used too much but, then again, the longer the human stayed unconscious, the better.

Without any hesitation or expression, he stepped out from the little nook where they had been hiding with Tennyson settled over his shoulder. The Nemuinas buzzing around the rocket, clearly stationed as a lookout, saw him almost immediately and their fluttering kicked into high gear. By the time Conway got to the ship, their excitement had calmed somewhat and another Nemuina had exited the ship to join them. The newcomer was the most composed of them all, but still the most eager. She was also the only one that Conway recognized. He approached her with no reservations.

"Conway," she trilled in that grating, Nemuinan purr. Even though she was addressing him, her eyes refused to stray from Tennyson for longer than a second. "I must admit, I'm impressed. He wasn't a handful, was he?"

Coming to a stop in front of Murowa, he shook his head. "No. He put up a bit of a fight, but Tennyson isn't much of a threat if he can't reach the Omnitrix." There was a brief spike of guilt in his chest that Conway ignored. He had already come to terms with the decision.

Several Nemuinas fluttered closer, their whispering language rising in volume with impatience. It sounded like nails on glass and the breeze in a powerful storm. It sent shivers down his spine, but Conway only tightened his hold on Ben and sent a warning glare towards the ones trying to inch closer.

"Not yet," he said stiffly. "Where's my payment?"

Murowa smirked. "Right you are. I am a woman of my word. Here, take it." She tossed him a sleek set of keys to a starship. "It will be parked on the direct opposite side of this mountain." For emphasis, she gestured at it. Conway found this more than a little redundant but said nothing. "As promised, there will be a silver credit cube on board so that you'll have universal funds after you leave the planet. And, as an added bonus, you can keep the dust I gave you." She shrugged. "You never know when it might come in handy. Or, I know that it goes for quite a bit on the illegal weapons market."

Nothing that Conway didn't already know. Once he was off of Petropia and could finally contact people without being monitored, he was planning to sell the rest of his scoop off. Nemuina dust had all sorts of street names, but he was only familiar with the one. He had heard that it could cause euphoria, relaxation, drowsiness, amnesia and, in more extreme instances, impair movement, speech, and induce unconsciousness and respiratory collapse. Tennyson was still breathing, so Conway figured that he hadn't overdone it when he'd drugged the human.

Not that it was  _his_ problem, anyway. He pocketed the keys and hefted the teen off of his shoulder. Immediately, four Nemuinas darted forward to take Tennyson from Conway's hold. They grabbed him by the arms, carrying him into Murowa's ship. It was a bit eerie to watch Tennyson's gangly body being puppeted like that, his head lolling forward with no consciousness to right it.

He looked away, holding a hand out to Murowa begrudgingly. They were both eager to part ways. Conway almost asked if Ben was going to be alright, but thought better of it at the last moment. It didn't matter anymore. "Pleasure doing business with you," he said instead. "You'll be leaving the planet now, won't you?"

"Of course," Murowa replied smoothly. She shook his hand once and let go as quickly as possible. "I meant what I said. All I wanted was Ben Tennyson. I'll be taking my operation off of Petropia. In fact, I'll be leaving this galaxy entirely. People will stop getting sick and disappearing. You and your sister will get to start over, away from all the misfortune of this planet." The grin on her face was nothing short of wicked. "Well-worth the life of one scrawny human. Wouldn't you agree?"

Conway sneered in distaste. If she was trying to piss him off by rubbing it in, then it was working. "Obviously, or else we wouldn't be here."

What a twist of fate their meeting had been. On their last mission, when Sybil was burned by the Red Sleep, all Conway had been able to think about was saving his sister. He had dragged her into the flooded cave, away from the fight, and frantically tried to scrub the poison away with handfuls of dirty water. By then, Sybil had been unconscious. When Murowa showed herself, Conway was the only one who heard her offer. On a better day, he might have stubbornly refused. But with his sister already injured and his last fight with Tennyson still boiling beneath his skin, it hadn't seemed like a bad deal. Not at all. As a matter of fact, he had felt down-right optimistic when he shook her hand and accepted the pouch of scoop that would easily render Tennyson unconscious. The base's location was given to Murowa, a date of attack was set, and their rendezvous was scheduled. It had all happened perfectly according to plan.

"I hope I never see you again," Murowa said sweetly, flashing that same perpetual smile.

Already turning away, Conway let out an indignant huff. "Likewise." And he left.

He took the same path back inside the base that he had used to sneak Tennyson out in the first place. It was a lot quieter on the way back. He wasn't sure if he liked it or not.

By the time Conway dropped the hidden doorway and stepped out of the stairwell, the Plumber assault had stopped. It was only meant as a distraction anyway. Conway took a brief moment to appreciate his luck. That might not have worked if Tennyson and his partner hadn't been in a fight. It was funny how things worked out sometimes.

He wasn't entirely sure where Sybil would be, but the infirmary felt like a safe bet. Conway headed that way, tactfully ignoring the torn apart hallways and the fallen bodies. Many of them were Plumbers, but plenty of them weren't. He wondered, briefly, if that made it worse or better. Was it worth it? He shook his head. The past couldn't be changed. His decision had been made and all he had done was follow through.

In the infirmary Sybil was, unsurprisingly, tending to injured Petrosapiens. The room was normally empty save a few nasty accidents on routine jobs, but when Conway entered, the beds had been pushed back into solid ground and people were lined up wall-to-wall. The air was filled with groans of agony, occasionally pierced by a sharp scream and swift silence. It reeked of sulfur, a sure-fire sign of blood. Conway clenched his jaw, swallowing regret, and stalked towards his sister at the far end of the room.

He stopped in front of her. Before Conway had the chance to speak, Sybil scowled, shaking her head and looking away. She said nothing, but she didn't have to.

"What were you expecting?" Conway snapped. The Petrosapien that Sybil was tending to — a female with a deep chunk taken out of her neck — was in too much pain to pay attention. "You knew that this was inevitable, Sybil. If it wasn't, you would have tried to stop me."

Sybil huffed, as though insulted. Dipping a cloth into antiseptic, she applied it gingerly to the female's wound. There wasn't a reaction beyond a groggy moan and a twitch of discomfort. The clear blood seeping from her wound bubbled and hissed. Conway didn't understand why she was bothering — the woman would be dead by sunrise and they both knew it.

"Just because it's inevitable," his sister said impatiently, "doesn't mean that it's right or that I have to agree with it. You did an awful thing, Conway. Don't try to justify it."

As much as he loved his sister (she was all he had, all he could  _truly_ rely on), he wasn't about to have  _that_  conversation in a room full of people. Conway reached down and grabbed her by the shoulders, pulling Sybil to her feet. Maybe she understood that it wouldn't have rattled his conviction, because she didn't protest.

It was a relief to be out of the infirmary and away from those dying people. The first thing that Conway did was take a deep breath, then he turned to his sister. "You've always been so high-and-mighty, Sybil. Ever since we were kids. If I hadn't done it, you know exactly what would have happened. This is a good opportunity for us. For  _you_. We won't need to go back to scraping by in the gutters of Terces." He smiled, trying to be convincing as he held up his hand and displayed the keys Murowa had given him. "We can start over. Is that really such a bad thing to want?"

Despite herself, her expression softened. It didn't erase the pity in Sybil's eyes. "Conway, you know that I don't—" She started to say, but they were interrupted.

"There you two are!" It was Tetrax. Any annoyance that Conway felt at the interruption faded as he turned to greet his friend with a smile. Tetrax looked considerably less relaxed. Under his initial relief, he was exhausted and on edge. There was a cut running from his temple to his jaw. It was dripping with their clear blood, but if Tetrax noticed, then he didn't care. He clapped Conway on the shoulder and gave Sybil a brief hug. "I'm glad to see that you're both alright. I was worried when the Plumbers started to retreat without any provocation."

To this, Sybil said nothing, though she shot Conway an unhappy look. He ignored this, grinning as he held up the keys for Tetrax to see. "We're fine. But look at what I managed to get my hands on," Conway said proudly. "We don't have to be stranded on Petropia anymore, Tetrax. We can take this starship and go anywhere else in the galaxy."

To his confusion, instead of being excited, Tetrax looked appalled. "You're just going to  _leave_ Petropia?"

Conway frowned. He lowered the keys, giving a slow nod. "Well, yes. What has this damn planet ever done for  _us_ , Tetrax? Why would I waste centuries on a dead rock when there are better opportunities and chances out there for us? We've talked it over," he said, jerking his chin towards Sybil, "and we want you to come with us. What do you say?"

But Tetrax shook his head. There was a note of disgust in his eyes. "You really haven't changed since we were kids, have you?"

Whatever  _that_ was supposed to mean, Conway never got to ask. Their conversation was interrupted for a second time — this time by someone that Conway was much less eager to see.

Tennyson's Revonnahgander ex-partner, Rook, jogged over to them. He was out of breath and frazzled-looking but had no visible injuries. His armor could stand to benefit from a good wash, though. It looked dented in a few places.

"Pardon the interruption," Rook said when he picked up on the tension between the Petrosapiens. He didn't look all that apologetic though, turning to Tetrax. "Have you found anything yet?"

And Sybil — knowing full-well what they were looking for — asked, "Found what?"

It took an incredible amount of effort for Conway to not tense up. Rook, oblivious, answered her. "We are searching for Ben. I cannot find him anywhere, though I have checked all of the logical rooms. Have either of you seen him?"

With a huff, Sybil crossed her arms. "Me? Not anytime soon. Why don't you try asking  _Conway_ when he saw Ben last?"

There was a flicker of betrayal in his chest that disappeared as soon as Conway felt it. He wasn't surprised. Sybil had told him after she first woke up in the infirmary that she didn't agree with what he was going to do. Still, a small part of Conway had hoped that she would see things his way.

He had wanted his sister to support him. It felt almost childish.

Rook raised an eyebrow, turning to Conway. There was skepticism in his eyes, but also curiosity and, beneath that, a threat. He stared at Conway for a moment before his eyes narrowed. "Where is Ben?" He asked flatly.

Even if Conway had wanted to answer, it wouldn't have mattered. The hall was filled with an ear-grating carving sound. All four of them immediately covered their ears, wincing as a dagger made of taydenite carved through the wall nearest them like a hot knife through plastic. In just a few agonizing seconds, the peranite wall had an enormous hole in it. From it, out stepped two figures.

The male resembled a human, though Conway had never heard of humans growing limbs made of taydenite. The arm shimmered brightly, unchanged from its carving job. Like a Petrosapien's arm, the male let the jagged edge smooth back into a normal hand, though his expression said that anyone who got too close was going to find out just how sharp he could make it.

It was the female that caught Conway's attention, though. Her eyes were glowing bright magenta. Even with her human skin covering her appearance, he recognized her for what she was.  _Anodite._ As if to reaffirm this thought, her free hand began to glow with a warning. Her other hand grasped a jacket that was a familiar shade of green, the number "10" framed proudly over the chest.

Conway felt his stomach drop into his feet.  _Shit_.

"I'm Gwendolyn Tennyson," the female said in an echoing voice. Her eyes began to burn brighter as she leveled her glowing fist at the gaping Petrosapiens threateningly. "Where's Ben?"

**Notes for the Chapter:**

> Make sure to add this to your notifications so that you'll be updated for the final part of this thrilling saga — where things will go from worse to down-right awful for our protagonists!
> 
> **Chapter Seventeen: _Better Late Than Never_**


	19. Better Late Than Never

**Summary for the Chapter:**

> Rook stepped up behind her, holding his hands out to take what she had managed to retrieve. "Ben's clothes," he said calmly, holding up the green-lined "10" shirt and cargo pants. "He managed to get toxins on them and they had to be thrown away for the safety of the Petrosapiens in this base."
> 
> "I don't understand," Gwendolyn breathed, looking pained. "If this is all that's here, then… where's Ben?"

**Notes for the Chapter:**

> Remember when I claimed that this fic wouldn't reach 200k+ words?
> 
> Act Three got so long and ridiculous that I had to split it into parts. This first part is about 90,000 words. So, welcome to Act Three: Part One! Rest assured, our climax is, er, gradually approaching.
> 
> Side note! I do have a Tumblr: karkalicious769. If you guys follow me on there, I do answer asks and post about this fic as well as other Ben 10 related things. It's pretty fun to post about my writing on there, so follow me.
> 
> (It feels good to be updating again. I missed hearing from everyone.)

There was paranoia all throughout the fight. While Rook helped to keep the attacking Plumbers at bay, he couldn't shake the feeling that something was  _wrong_. There was a glaring hole in the plot, he could feel it: could almost  _taste it_ , but it stayed out of reach. He was missing something. The piece that would make everything else slide into place.

So when the Plumbers suddenly and inexplicably began to retreat, Rook didn't give chase. It was yet another mark on a very long list of things that didn't make sense. Instead, what Rook did was immediately begin searching for Ben.

He wasn't too concerned at first, but there was a niggling sensation at the back of his mind that pushed him from room to room, hoping to spot a flash of green. During his search, Rook had run into Tetrax. His history of many crimes and atrocities flashed to mind. Then Rook remembered seeing him in the fight, how he got that scar down his face by intercepting a Plumber so that the young recruit that was being cornered had the chance to get to the infirmary, cradling what was left of his arm. So Rook steeled himself and asked Tetrax to help him look. Ben was a fighter — there was no way that he would have hidden away somewhere to wait out the assault.

But then, where was he?

Rook decided to look near the infirmary when all of the hallways, the conference room, the bedroom, and the kitchen came up with nothing. It was there that he ran into Conway, Sybil, and Tetrax. He was at least a little optimistic to see Sybil. He was fairly certain that Ben was on friendly terms with her. She had a good chance of knowing something useful.

When he came to a stop in front of the group, there was obvious tension in the air. They must have been having an argument — not that Rook cared about that. "Pardon the interruption," he said anyway. He was in a rush, yes, but not  _rude_. To Tetrax, Rook said, "Have you found anything yet?"

Even though he hadn't asked her, Sybil felt the need to reply anyway. "Found what?" She asked. There was something about her tone that Rook didn't like. How aloof she was, maybe, or the forced casualness.

Holding back a grimace, Rook replied, "We are searching for Ben. I cannot find him anywhere, though I have checked all of the logical rooms. Have either of you seen him anywhere?" His eyes darted toward the infirmary door. There was a small flash of doubt. Ben wasn't injured, was he?

But instead of delivering any bad news like that, Sybil crossed her arms and turned away with a huff. "Me? Not anytime soon. Why don't you try asking  _Conway_ when he saw Ben last?" She said sarcastically.

There was a moment where Rook didn't take her seriously. He raised an eyebrow, as though looking at a petulant child. He had a second of internal debate before turning to Conway. As skeptical and doubtful as he was, Rook wasn't going to ignore something that could help him find Ben. He almost dismissed it entirely, but there was something etched there on Conway's face. Hurt. Disbelief. Shame.

It was all brief and faint, but Rook narrowed his eyes. His fingers twitched as he suppressed the urge to reach for his Proto-Tool. "Where is Ben?" He asked in forced monotone.

He received no response, but it didn't matter. There was a sudden, terrible sound — like fingernails being drawn down a chalkboard. Rook was quick to cover his ears, flinching away. It didn't help stop the way that that awful noise pounded around his skull. He wanted to curl up in a ball until it stopped, but Rook forced himself to look towards the source of the noise. At the end of the short hall, a large sword made of taydenite was carving through the peranite with ease. Even though he was well aware of how strong taydenite was, Rook found himself momentarily stunned. When he finally recognized the two humans stepping out of the newly made hole, his shock spiked to an entirely new level. His jaw came unhinged.

After so long away from Earth, seeing Gwendolyn and Kevin step into the Arkein base like they owned the place was too much for Rook to wrap his mind around. Compared to the peranite and Petrosapiens, they looked bizarrely  _normal_ , even if Kevin was wearing ratty jeans and a long-sleeved shirt to a fight and Gwendolyn was wearing a skirt. The Bezel Charm of telekinesis glinting proudly at her wrist. The sight of them almost made Rook melt in relief. It didn't matter that Gwendolyn was leveling a mana sphere at them and Kevin had yet to put away his taydenite arm. Of course, when Rook noticed what Gwendolyn was holding in her free hand, his excitement was swiftly shot down. Ben's old letterman jacket. The faint hope that they would know where the hero was vanished.

"I'm Gwendolyn Tennyson," Gwendolyn announced loudly. Her magenta eyes narrowed on the group of Petrosapiens. "Where's Ben?"

Next to her, Kevin flexed his taydenite-coated fingers, an uncharacteristically serious look on his face. "Don't make us ask again," he warned. "I'm in a bad mood."

Despite their unfriendly greeting, Rook didn't hesitate to step forward. "Gwendolyn! Kevin!" He couldn't help but smile. Exhausted from the fight and growing more worried about Ben by the moment, Rook wasn't going to say no to something this fortunate. "What are you both doing here?"

Almost instantly, the glow from Gwendolyn's eyes faded. She dropped her fighting stance and Kevin straightened, letting the taydenite fade from his arm with a faint look of surprise. Gwendolyn didn't share his hesitation. In fact, Rook barely had time to blink before she was throwing her arms around him and squeezing tightly with obvious relief. He was too caught off guard to be uncomfortable with the physical contact.

"Rook!" Gwendolyn pulled back, relieved. The way that she clutched Ben's jacket to her chest didn't escape his notice. "You're alright. After a week of nothing, Grandpa was worried that something had happened to you and Ben. Is he okay too?"

"Ah, well—" Rook hesitated. It was barely a second, but his falter didn't go overlooked. The smile on Gwendolyn's face slipped. She started to say something but never got the chance.

"He's probably around here somewhere," said Tetrax as he approached. He clapped a hand on Rook's shoulder, nearly knocking the Revonnahgander over. Whether accidental or on purpose, he didn't acknowledge it. "It's good to see you two doing well. How did you get here?"

Whereas Gwendolyn was pleased to see Tetrax, Kevin frowned. "Hey, didn't you attack Ben and almost kill him the last time we ran into you?"

_That_ was news to Rook. He stiffened, alarmed. Ben had told him the story of saving Petropia several times on their initial ride to the planet. How had he left out a detail like  _that_? Frustratingly, Gwendolyn barely seemed to care. " _Kevin_!" She hissed, elbowing her boyfriend in the side. For some inane reason, she was offended on Tetrax's behalf instead of Ben's. "We talked about this. Don't be rude."

Her words didn't seem to have any effect. Kevin rolled his eyes and, though he said nothing else, the scowl didn't leave his face. He caught Rook's stare and gestured at Gwendolyn with a large, sweeping gesture of his arm. The look of distaste on his face seemed to say, " _see what I have to deal with?"_

Their silent exchange was ignored by Gwendolyn. "We're here to find Rook and Ben," she explained to Tetrax. For emphasis, she held up Ben's jacket. "There was nothing very personal in your room at the Plumber base, Rook, but we thought that it was safe to assume that you two would be near each other anyway. Once you both didn't return after a day, Grandpa tried to get in contact with Magister Argyle to get a status report. Communication has been stilted, though. They didn't get a lot of progress made at first."

"Red tape," Kevin said with a disappointed tisk. "Bureaucracy makes fools of us all. So, even though official Plumber business is technically banned on Petropia until all of the paperwork goes through, the two of us  _happened_ to be officially listed as "retired from duty" in the Plumber register and I  _happened_ to have a spaceship not registered as a Plumber cruiser and Gwendolyn  _happened_ to know the perfect way to track you both down once we were here."

Rook blinked in surprise. "Magister Argyle does not know that you are here?"

Shifting in discomfort, Gwendolyn glanced away. "Well, it  _may or may not_ happen that Kevin's ship has a cloaking device installed onboard," she admitted.

"Just like it may or may not happen that Max doesn't trust Argyle as far as he can throw him, so he gave us a little hint that the Plumber patrols around the planet had a little blindspot window that we could use to avoid any backup scanners," Kevin chimed in. He smirked at the odd looks that got him. "It was all really coincidental when you think about it."

There was a long stretch of silence. It was only broken when, out of nowhere, Conway said, "Alright, I give in. Who  _are_ these humans?"

Honestly, Rook had completely forgotten that they had an audience. He was a little too absorbed with the idea that Gwendolyn and Kevin were on Petropia illegally. Rook started to explain, but he didn't get the chance to.

"I could be asking you the same question," Kevin shot back. "I  _know_ I'd remember seeing a face that ugly."

Before either of them started something that Rook would have to end, he stepped between them, holding his hands up placatingly. "Enough of that," he chastised. "Gwendolyn, Kevin, these are… allies. Sybil and Conway," he gestured to them both in turn, "I would like to introduce you to Ben's cousin, Gwendolyn, and his close friend, Kevin."

Conway huffed, crossing his arms. "No surprise that it takes someone so obnoxious to put up with Tennyson," he said, shooting Kevin a glare.

"Speaking of Ben," Gwendolyn spoke up, cutting her boyfriend off, "where is he?" She held up the letterman jacket, her eyes glowing brightly as she focused her energy on it. As she did, it began to hover in mid-air, supported by the mana encasing it. A tight frown came to Gwendolyn's face. "It's weird… I can sense his mana all over this place, wherever we are, but I can't focus on it." She took the jacket into her hands again, cutting the glow off. "Rook?"

He knew without asking that she wanted an explanation for more than just her cousin's location. Rook sighed. "It is… a long story. Very long."

Kevin raised an eyebrow. "It's not like we've got anything else lined up, dude."

Abruptly, Sybil spoke up. "I'm going to return to the infirmary," she announced. "Come with me, Conway. Let's leave them to their reunion." She grabbed her brother by the wrist, yanking him into the infirmary without giving him time to protest. The door slammed behind them, leaving the hallway quiet and tense.

"Well," Gwendolyn spoke up after a minute, "that was… sudden. Is she…?"

"Always that odd?" Tetrax finished for her dryly. A note of fondness crossed his face when he added, "It's usually much more strange." They shared a smile before he grew serious. "Can you focus on any point nearby where Ben's mana is the strongest? There was an attack and we ended up being separated."

The mention of an attack made both Gwendolyn and Kevin frown, but she did as asked and returned her focus to Ben's jacket. It was quiet for a minute as she worked. "Kind of," she said with a grimace of concentration. "It's hard to get a beat on him, but I think I can track it. Follow me." The glow in her eyes continued as Gwendolyn started to walk. The others were quick to follow. Rook was faintly impressed by how Gwendolyn navigated the base's hallways despite being totally unfamiliar with the layout.

"So, what's the story?" Kevin asked as they walked. "Gotta admit, I'm a little curious. This all seems pretty convoluted for Tennyson's usual missions. Weren't you guys just supposed to gather a report and leave?"

"It started that way," Rook said with a nod. "The report on Petropia's progress was coming along fine, but there was something… not quite right about the version of Petropia that we were seeing. Ben and I both felt uneasy, and for good reason. We managed to acquire some of the water being processed and handed to citizens and discovered that it had been tampered with and laced with a toxin that can be deadly to Petrosapiens."

Even though the nature of what he was talking about was very serious, Rook couldn't help but smile at the reaction that he got from the two newcomers. Kevin's eyebrows shot up into his hairline, his mouth open comically, and Gwendolyn almost fell over, she was so taken aback. She was quick to right herself and resume focusing on Ben's mana, but it was clear that she was paying more attention to Rook than before.

"After that," Tetrax continued the story, "it soon became clear to Magister Argyle that they knew too much. He attempted to kill them in an explosion on the day that they were supposed to leave, but—"

"Alright, hold on a second." With that same disbelief on his face, Kevin held a hand up to signal for Tetrax to stop. "You're telling me that Argyle  _actually_ tried to kill Ben and Rook?"

"Yes," Rook confirmed. That wiped away some of the skepticism. "The FTL drive in our ship was tampered with and exploded. We would have likely died in the fire had Tetrax and Sybil not been there to rescue us.  _Although_ ," he added, giving Tetrax a pointed look, "I admit that I still do not fully understand how you managed it."

The Petrosapien shrugged. "If you're referring to our timing, you can thank Sybil for that. As for how we knew? Well, why do you think this outpost is so near to the Plumber base? We were watching and happened to see Argyle slipping into the hangers the day before you left. It wasn't that difficult to sneak on board. The security around the hanger is surprisingly ineffective when you know what to look for."

It didn't feel like Tetrax was telling the whole story, but Rook nodded anyway. He wanted to get Gwendolyn and Kevin caught up before they found Ben. After that, they would have to regroup and figure out what to do about Argyle next and Rook didn't want to waste that time going over things that most people already knew.

"But once we were safe, Tetrax and Sybil brought us here." Rook gestured around them. "This is a resistance group, named Arkein. They have been helping us in our attempt to stop Magister Argyle's plot against Petropia, but we are still unsure of the specifics. This also includes anyone working with him. Namely, there is a Nemuina by the name of Murowa. I am unsure if there is anyone else assisting them."

Kevin let out a low whistle. "Murowa, huh? It's been a while since I heard her name. I thought that she was locked in Incarcecon serving three life sentences," he said.

"You have heard of her?" Rook raised an eyebrow.

That got a scowl from Kevin. "Not like  _that_." He elbowed Rook in the arm but, thanks to the Proto-Armor, the Revonnahgander didn't feel anything. If it hurt Kevin at all, he didn't give any indication. "I never worked with her, but back before I met back up with Ben and I was still in the "entrepreneur" business mind, her name carried a lot of weight. It was a big deal when she got busted, but I'm not surprised that she didn't stick around prison very long." He frowned. "It's bad news if she's helping out Argyle, though. She only takes jobs with big pay off and, more importantly, plenty of opportunities to make people  _hurt_."

Not surprising, given what Rook had heard of Murowa already. He tried to think of what she might want, but nothing came to mind. "I see," he said slowly. There was more to the story, but he didn't want to touch on his fight with Ben. Not yet. "How did you and Gwendolyn get here, then? To the base," he specified.

"Oh, that?" Kevin flicked his wrist dismissively. "Gwendolyn was tracking Ben's mana once we left the ship. She said that it was the strongest underground, so we found a cave and I started digging. We could have teleported, but I didn't want her wasting the energy in case we had to fight something. Digging wasn't that hard, actually — good thing that I remembered to bring along some help." He reached into his pocket, pulling out a small pouch. "It's a chunk of taydenite. Cool, huh? I chipped it off of Warlord Gar's money-mobile before we left the college."

Suddenly, Gwendolyn came to a stop. Rook didn't recognize whatever area of the base they were in. He hadn't been paying attention to where they were heading but it looked almost shabby. The floors were scuffed and the normally wide halls had noticeably narrowed. "Here," she said, the glow in her eyes finally fading. She grabbed the handle of the door that they had stopped next to, swinging it open.

It looked to be some sort of incinerating room. There were piles of discarded trash and waste pushed into a shallow hole in the ground. A few shovels were propped up against the wall near the door and there were three incinerators against the far wall, each ablaze. There was a small ventilation system to funnel everything out, but the room was still sweltering and the stench was awful.

"Why would Ben be in here?" Tetrax asked. He looked at Gwendolyn doubtfully, but she shook her head and stubbornly entered the room.

"I  _know_ that I felt him," she muttered to herself. She crossed over to the trash hole, looking over the edge. Her eyes scanned over the piles, looking for something. There was a moment where nothing happened, then Gwendolyn let out a noise of surprise. She held out her hand, glowing with a solid mana construct, and grabbed something near the top. However, her excitement very quickly faded as she brought it close.

Rook stepped up behind her, holding his hands out to take what she had managed to retrieve. "Ben's clothes," he said calmly, holding up the green-lined "10" shirt and cargo pants. "He managed to get toxins on them and they had to be thrown away for the safety of the Petrosapiens in this base." Still, Rook would be lying if he tried to say that there wasn't something uncomfortable about seeing Ben's shirt lying in the trash. The hero's iconic number had been stained and the green didn't look quite so brilliant by the light of the filthy fire.

"I don't understand," Gwendolyn breathed, looking pained. "If this is all that's here, then… where's Ben?"

Approaching her, Kevin placed his hands on his girlfriend's shoulders. Without turning around, Gwendolyn reached up to rest her hands over his. "Okay, let's backtrack," Kevin suggested. "What are the reasons why you wouldn't be able to get a read on Ben's mana?"

Gwendolyn took a deep breath, relaxing significantly. It would have been a sweet moment if Rook wasn't starting to feel very concerned. "Well, I wouldn't be able to find him if he was far enough away or in another dimension. But his residual mana is too recent for the former to make sense, and if it was the latter, I would be able to sense that a portal had been opened." She frowned, taking the jacket in her grip and tying it around her waist. Once the sleeves had been double-knotted, Gwendolyn fiddled with the fabric absently. Her eyes glowed as she tried reaching out again. "I can definitely sense him. It's just that I can't pin it down. I can only tell that it's near. On a cosmological scale, anyway." She sighed, the glow fading with defeat.

That wasn't reassuring in the slightest. Rook fought the urge to grimace. "What exactly does that mean, as it relates to distance?" He asked.

"It's hard to say." Gwendolyn shrugged apologetically. "I know that it's less than a lightyear of here, radius-wise." Turning away, she closed her eyes in concentration. Not the glowing type, but the focusing type. "It could also be that he's surrounded by technology. It's hard to track mana if there's not enough living things around to help bounce the signal." She looked towards Rook. "But where would a place like that be?"

"Something like a starship?" Another voice joined their conversation. The four of them turned, surprised, as Patience entered the room. She looked incredibly annoyed — more so than usual, even. Her body suit was thrashed and had holes in it, her normally shining skin looking faded. "That's not a suggestion," she continued, ignoring the confused stares from Gwendolyn and Kevin. "That means that I've found your hero. Are you going to come or not?"

The questions were pushed to the backs of their minds and all four of them quickly decided that, yes, they did want to look. So Patience led them from the trash room and down the hall, likely towards the surveillance room.

"Who's she?" Kevin leaned over to ask Rook in a hushed tone.

There were a lot of answers to that question: an ex-magister, a morally bankrupt vigilante, a master manipulator. Rook settled for the most cut and dry response. "Her name is Patience," he said quietly back. "She used to be the Head Magister on this planet before being usurped by Argyle. She is on our side." Then, to himself, Rook added, "Mostly, at least."

They fell to silence, awkward and unsure what to say. It was clear that Gwendolyn and Kevin still had many questions. The hallways were trashed and there were still Petrosapiens trying to move the injured and clean up the dead. The air stank of sulfur — it made the incinerator room seem as fresh as a mountain valley. None of it seemed to increase their optimism towards Ben. Beneath his worry, Rook was cursing his partner's forever awful timing.

He wondered where Ben could be, though. Patience had said that he was on a starship. Did that mean that he had been kidnapped? Rook couldn't see Ben willingly leaving Petropia until the entire mess was cleaned up, especially not with his allies under attack. The memory of Khyber's ship tearing away with Ben locked onboard, at Albedo's mercy, came to mind vividly. Rook clenched his jaw. No. He wouldn't let something like that happen again. He had sworn as much to himself once that whole fiasco was over.

"Here." Patience pushed open the door to the security room, as Rook expected. No one bothered to shut it, all gathering to look over her shoulder as she started pulling things open on one of the monitors. "Most, if not all, of the cameras inside were destroyed in the attack. We have a few cameras stationed outside to watch our perimeter, though. After the attackers left, I came to review the footage. Here's what I found."

She flicked through a few different video feeds while looking for the right one. There were several Plumber cruisers pulling up on one side of the mountain. Oddly enough, they brought an unlisted starship with them that wasn't any Plumber standard design that Rook could remember. Argyle was there, a cluster of familiar-looking pixels that stood giving orders. They passed that footage over, switching to a feed from the mountain's west side.

There was a large rocket parked there, clearly Nemuinan in design. Rook tensed at the sight of it. It was nearly identical to the rocket that he had disabled in that cave. There were rocks in the way, so they didn't have a perfect view of what was going on. The bay doors opened and Rook recognized Murowa's wing coloring as she flew out of view. The other Nemuinas nearby did nothing for a minute, then several darted forward and came back with—

Next to him, Gwendolyn let out a short shout of upset. Her hand lit up with energy before she forcefully shook it away. Kevin didn't react outwardly, but there was a look in his eyes that made Rook glad that they were on good terms. Even without his distinctive color scheme, Ben was easily recognizable against the peranite and aliens. For his part, Rook was in a state of forced apathy. He shoved his distress away. Clearly, Ben had been kidnapped. Getting emotional would not help him formulate a strategy.

"How did this happen?" Gwendolyn snapped with as much patience as she could muster. "Doesn't this place have any sort of security? How could someone just  _walk out of here_  with him?"

Tetrax was the one to reply — mostly because Patience had a decidedly unfriendly look on her face and the last thing they needed was another fight.

"They couldn't have," said Tetrax firmly. His certainty caught Gwendolyn off-guard, long enough that she calmed down and paid attention. "That area only has one efficient exit. For someone to have gotten Ben out, he would have needed to go willingly. Carrying him would have been far too suspicious, not to mention impractical given the short time span they had available to pull this off."

"So," Rook added, "it is reasonable to assume that whoever did this was someone that Ben trusted, or at least, whom he did not dislike."

Smirking, Kevin cracked his knuckles, popping his neck. "Doesn't matter. We'll ask Ben after we go get him and pound whoever it was into the dirt— uh, peranite. Whatever." He shrugged.

Patience smiled dryly. "Yes. Well, have fun and good luck." She walked back over to the open door. "I have a base to pull back together."

Logically, Rook wasn't surprised. She had no allegiance to Ben and she didn't owe them any favors. But something in her dismissive tone cut deep and Rook felt anger, white-hot and long overdue, welling up before he could stop it.

"So that is the end of this?" He said through clenched teeth, barely managing not to shout. For whatever reason, she stopped, hand on the door handle. "After all that Ben has done for you and this planet, without even needing to be asked or expecting anything in return, you are just going to leave him at the first sign of opposition?"

She turned to look at him over her shoulder. There was something in her eyes, like words that she wanted to say but couldn't. A flicker of what was almost regret, and then the moment was over. Patience scoffed, expression drawing down into a scowl. "As you said, I didn't ask him for anything. What he did, he did of his own volition. If he's going to put himself into the line of fire, then he shouldn't be surprised to have to deal with the consequences. You all can stay here, but don't expect any help with this. I have a real crisis on my hands." And that was that. She swung the door shut on her way out.

Almost as soon as she was gone, Tetrax turned to Kevin. "You brought a ship here, didn't you?"

He nodded, looking skeptical. "But if you think you're going to get to touch those controls, boy, do I have news for you—" The rest of Kevin's remark was cut off by a scowl from Gwendolyn, but he didn't need to finish for Tetrax to understand.

"In that case, this whole dilemma seems fairly straightforward to me." Tetrax turned to the computer monitors, fast-forwarding to the rocket's take off. "If we can measure the angel that it took to leave Petropia's gravity, we should be able to find where it went. I doubt that it's far. Likely, it's heading towards a bigger ship or a small space station orbiting in our asteroid fields. Argyle isn't stupid enough to entrust his entire plan to an unsecured, old-fashioned rocket."

That got a nod from Kevin, who studied the screen with a faint look of interest. "The thing's definitely a novelty piece. A model K-9, maybe L-8. Either way, I'm not buying that that's the best this guy can do."

"We can't just chase it down, either," Gwendolyn protested, though she clearly would have liked nothing better. "Charging blind into a space station isn't going to do Ben any favors. If they kidnapped him, they're probably prepared to handle the Omnitrix. We need to know what we're actually up against," she pointed out.

There was silence while they all thought. The urge to throw caution to the wind was strong, but Rook had never been the type to let himself be swayed by that. He wished that he had blueprints of some sort. Every second that he spent standing there was another second where Ben could be hurt, or worse. Of all the failed plots to cut off the hero's hand over the years, it only took one time for the results to be irreversible.

"We should search the surrounding solar system," Rook suggested. "Petropia has no sister planets, but perhaps one of her moons is being used as a temporary base? We should gather as much information of the situation as we can before attempting any form of rescue."

Planning always helped Rook feel better. It must have been the same for Gwendolyn because she gave Rook a grateful look and nodded. "We can take the Rustbucket. I'll call Grandpa Max once we're there and let him know what's going on. I would have done it sooner but, for obvious reasons, we didn't bring our Plumber badges with us," she remarked.

"Good idea," Tetrax said with an approving nod. "I think that we can afford to take our time, to an extent. If they wanted to kill Ben, they would have already done so. He can handle himself while we pull together a plan."

Unconvinced, Kevin scowled. "There are a lot of things worse than death, you know." He might have elaborated, but a glance at Gwendolyn quickly changed his mind. Instead, what he said was, "Are the four of us going to be enough? Not saying that we couldn't pull it off, but depending on what we're up against, I wouldn't mind having some cannon fodder."

Tetrax hummed thoughtfully. "I don't know about cannon fodder, but we may be able to scrounge together a few allies here. It may not be a popular opinion, but that doesn't mean that there aren't people who don't like Ben," he said with a grim look.

Frowning in confusion, Gwendolyn arched an eyebrow. "What? Why wouldn't Petrosapiens like Ben? He helped bring the planet back."

Despite the situation, Rook managed a chuckle. "That is another long story."

"Yeah?" Kevin clapped him on the shoulder. It wasn't meant to be friendly if the intense look on his face meant anything. "You can fill us in on the way. I may not know the ins and outs of what's going on, but I don't need to, to know that we're wasting time just standing here talking," he said.

Rook knew that he had a lot to explain, but that didn't mean that he was looking forward to it. Actually, he was quite dreading it. Would they blame him for Ben's kidnapping? If Rook had never lied to him, if they hadn't gotten into that fight, then maybe Ben wouldn't have wanted to split up and this could have been prevented. If he had been a better partner — no, a better  _friend_  — then maybe…

"You three should scout the moons," Tetrax suggested. He turned back to the computer monitors, closing out of the outside feeds to focus on the cameras in the hallways. "Our first moon, Månsken, should be closest. There shouldn't be any structures on them currently in operation, so it shouldn't be difficult to pick out something unusual. Otherwise, there's likely a space station in orbit somewhere that they're using. Our solar system is small — it shouldn't take long."

The three friends shared a look. There was a silent debate over whether or not they should ask, but Gwendolyn was the one to step forward. "While we're doing that, Tetrax, what are you going to be doing?"

He shrugged dismissively. "Mostly talking to people. I may not be well-liked either, but I have a better chance of getting information from these people than any off-worlder. I'm going to try to find whoever handed Ben over and recruit others. You never know when an extra set of hands can be useful and there is a lot of underused talent around here." He smiled sardonically. "And if it has the added bonus of pissing off Patience, well… I can't exactly refuse and opportunity for that."

That got a chuckle from Kevin. More diplomatically, Rook nodded, moving towards the door. "We will find you when we return, Tetrax. Good luck."

He opened the door and was preparing to leave when Tetrax suddenly looked up. "Good luck," he said with a surprising amount of honesty. "And, be careful. Especially you, Gwendolyn." For emphasis, he pointed to the surprised girl. "Your grandfather must be worried enough as it is. Take extra care out there."

An odd expression crossed Gwendolyn's face. It wasn't the touching smile that Rook had been expecting. Tetrax didn't notice, already turned back to the monitors, so Gwendolyn only nodded. "Of course," she agreed. "We'll find Ben, Tetrax. See you in a few hours."

She took the lead, exiting the room. Rook hung back to close it, hesitating as he stared at Tetrax. The Petrosapien didn't acknowledge him, though despite the lack of pupils, Rook could almost  _feel_  when their gazes met. It was like Tetrax wanted to say something, yet all he did was stare fixedly at the screen, his body tense even by Petrosapien standards. There was another second's hesitation, but Rook knew when to quit. He inclined his head politely and shut the door behind him with a click.

While Gwendolyn and Kevin both gave him funny looks for that, they also both similarly chose not to ask about it. Conversation was non-existent as they started walking.

"This way," Rook said when he realized that they were heading back towards the infirmary. "There is a garage that we can use to exit. I doubt that we will be allowed to use a truck, but I am hoping that the Rustbucket is not parked too far away."

Following after Rook now, Kevin shrugged and Gwendolyn shook her head. "It's about a mile from here," he supplied. "Didn't have a lot of luck narrowing down Ben's mana signature from that far away so we did our best to guess. Not a bad distance though, huh?"

He tried to make a joke out of it, but no one laughed. Truth be told, Rook didn't feel in a very joking mood. The weak one liners and unfunny jabs only reminded him of Ben.

"Hey, Rook?" Gwendolyn spoke up as the silence grew unbearable. "You've been here for a while now, haven't you?"

"One week, give or take a day," Rook confirmed with a nod. He had lost track of the specific days. Even if his body knew when to wake up and sleep, without a calendar or schedule to keep, the exact number quickly grew fuzzy. Thankful for the change of topic, Rook added, "Why do you ask?"

She was quiet for a moment, debating how to answer that. "Have you noticed Tetrax acting…  _unusual_ , at all? Doing anything suspicious, even if you don't think much of it?"

The question caught Rook so off-guard that he faltered, pausing mid-step. He was quick to resume his stride, but he shot Gwendolyn a befuddled look over his shoulder. "No, I have not. But I did not spend as much time around Tetrax as Ben did. They were… very  _close_ ," he said with a bite of distaste.

If Gwendolyn noticed this, she chose not to remark on it. "Well, I was thinking… isn't it kind of suspicious how much Tetrax knows about this kidnapping? He was able to infer a lot from that pixelated security footage. And it all seems sound, which is even more surprising. Doesn't that strike anyone else as odd?"

At her side, Kevin nodded, rubbing his chin thoughtfully. "Y'know, now that you mention it, this whole thing does seem pretty convenient. Not to mention, he's here sitting pretty while we're going out into the thick of things. Where Tetrax told us to go, to boot."

His first impulse was to dismiss those comments outright, but then Rook hesitated and thought, " _Why_?" Why was he immediately opposed to suspecting Tetrax? Once Rook started thinking about it, it did seem a little  _too_ perfect. He thought about seeing Tetrax fight during the attack, but they had only been near each other for a minute before Tetrax was taking off down a different hall. He could have very easily found Ben during that time and convinced him to follow him outside. Tetrax himself had said that it would have to have been someone that Ben trusted, and who in the base did he trust more than Tetrax? Certainly not Rook — not anymore, at least. The thought brought a grimace to his face.

"We have no evidence of this," Rook said evenly. "If Tetrax is betraying us, we will need to find proof and confront him with it."

There were nods of agreement. Even though Rook disliked Tetrax  _strongly_ , his moral code was the same. Everyone had the right to a fair trial. He wasn't going to charge someone over his own personal feelings.

"And, Rook?" Gwendolyn set a hand on his arm, causing Rook to stop and turn to her. She smiled warmly. "It really is good to see you." Stepping forward, she hugged him again, longer than the last time. It was affectionate and warm and Rook didn't know how to respond. He wrapped his arms around her in return, shooting an amused Kevin a confused look.

"It is good to see you, too," Rook replied. "And it will be  _very_  good to see Ben."

With a grunt of assent, Gwendolyn pulled back. "Right." She straightened her glasses, face faintly red with embarrassment. "Lead the way, then. The sooner we find him, the better it'll turn out for all of us."

Kevin's smile slipped a little bit. Had Rook not known any better, he might have said that Kevin looked worried. "Let's just hope that he hasn't gotten himself in over his head again."

**Notes for the Chapter:**

> Shoutout to anyone who made it this far in and is still following this story! You guys are the reason that I'm still writing and uploading.
> 
> And a special shoutout to those who helped motivate me to keep writing during my hiatus, when motivation was hard to come by: xcatxgirlx (on Tumblr) for having great Ben 10 inspiration in general and also enjoying my fic, MidnightStarHunter (on AO3/Tumblr) for being a devote fan and also probably the one who left me all those anon asks, n00dl3Gal, magdelena_lee, and Bloody Monthly [guest] (on AO3) for being frequent reviewers, and entity9silvergen (FF) for leaving an entire page of reviews not just on this fic, but on another one of my multi-chapter Ben 10 works. Thank you all so much!
> 
> **Chapter Eighteen: _Off the Beaten Path_**


	20. Off the Beaten Path

**Summary for the Chapter:**

> Rook felt himself relax as a mission mindset began to take over his higher thinking. _Stay hidden. Find Ben. Leave unharmed._
> 
> Simple.

**Notes for the Chapter:**

> Sorry, no Ben P.O.V. chapter. **Act Three:** _Part One_ will all be from Rook's P.O.V. and _Part Two_ will all be Ben's. Why, you ask? Because I know what I'm doing. The story flows better this way. I'd be a pretty shitty writer if I let all of the suspense I've been building up fall to the wayside so that you guys can watch Ben sass the villains and accomplish nothing of substance. Get used to hearing from Rook!
> 
> Also, some of you may notice that I changed the rating of this fic — from Teen to Mature. I also added the tag "Graphic Depictions of Violence," and shifted around some of the tags so that they're organized in a way that I like more. If you have any questions about the new tags, just comment and I'll explain. Not all apply yet. I didn't change them because of this chapter, specifically, but because of some stuff I've been writing in **Act Three:** _Part Two_. Just as a heads up, you get what you see. Everything that I tagged will be prevalent.

The navigation scanner blinked in steady metronome as Rook stared down at it, his expression blank. It was telling him that nothing was happening, but he didn't need a flashing scanner to be able to see that for himself. Outside the window of the Rustbucket III, there was nothing but fragments of peranite and black space. Stars twinkled dimly in the distance. Something that Rook had read a while ago reminded him that Petropia was considered one of the most desolate and isolated planets in the galaxy. He found it fitting.

A gentle hand on his shoulder caused Rook to look up. He very nearly reached for the Proto-Tool but quelled the impulse when he was met with Gwendolyn's comforting smile.

"Are you alright, Rook?" She asked, light-hearted to cover the bulk of her concern. "About ten minutes ago, you were telling us about a mission you and Ben took to a water treatment facility and then you stared at the navigator and haven't said a word since."

It wasn't normally so hard to pay attention, but Rook had managed to miss the middle of what Gwendolyn said. He didn't ask her to repeat herself. It didn't feel productive. "Hm? Oh. I am fine. I am just thinking. There are a lot of things that I have not properly given myself time to muddle through." He sighed. It was technically true, but Rook didn't feel any better about covering the truth from her.

More and more, it was starting to feel like the entire situation was Rook's fault. Even if he and Ben had been fighting, even if the hero had decided that they were no longer partners, Rook shouldn't have let that stop him. He was supposed to  _always_ have Ben's back, no matter what. And the one time he  _didn't_  might end up being the biggest mistake he'd ever made.

"Great," Kevin said dryly. "Are you going to finish the story or not?"

Rook managed a smile. He had always appreciated that Kevin was a blunt person. Even though it got him an unimpressed look from Gwendolyn, he nodded and turned so that he wasn't facing the navigation device anymore. "Yes. I described that Ben and I were split into two groups. We focused on two different rooms, each a strong possible candidate for holding the machine that was processing Red Sleep venom to feed to the unsuspecting populace. The location that I was sent to held no machinery, though it did have useful information on the computer that we copied before leaving. The alarm began going off, so even though it was technically against our protocol, alarms are almost always set off by Ben, and so I went to find and assist him."

That made Gwendolyn chuckle, even though Rook hadn't told a joke. "You automatically went to find Ben? That's actually kinda sweet," she said with an odd expression on her face.

" _Sweet_?" Rook shot her a funny look. "I was acting as expected of a partner and friend. There was nothing touching about it." When Gwendolyn didn't reply, he shrugged the comment off and continued with his story. "When I arrived from the floor below, Ben had caused the flooring to collapse. That, or the Petrosapiens that he was fighting had. He had transformed into Echo Echo, so I urged him to jump and left the building with him in my arms. Afterward, we…" He trailed off, avoiding eye contact with his friends. They wouldn't think less of him for that fight, would they?

Looking back, Rook was ashamed. His comments had been said with the intent to hurt Ben. Whether or not they were true was beside the point — Rook never should have said them like that. He would take it all back if he could, but he couldn't. The damage had been done.

Kevin glanced up from the controls, shooting Rook a glare. "Look, dude, whatever it is that's so bad, you can stop freaking out about it. Unless you ended up killing someone, my experience has been that the Tennysons are pretty forgiving. Just spit it out before you make Gwendolyn pop a vein." He pointed to his frustrated girlfriend, though her impatience was quickly replaced by embarrassment. The look on her face made Kevin chuckle.

"That is very kind, Kevin," Rook said, ignoring the unimpressed scoff from Gwendolyn. His eyes drifted back toward the window, dropping down to glance at the navigator. He shook his head. "The truth of the matter is that… that…" Surprised, he turned to face the radar properly again. The beeping had begun to pick up in frequency. "Kevin. Are we nearing Petropia's smaller moon? I thought that our target was the larger one, Månsken."

"It is," Kevin said impatiently. "What, are you seeing something on the… instruments…" His eyes widened as he trailed off. There was silence as all three of them turned to the windows in shock. Then, quietly, Kevin muttered a fervent, " _Shit_."

It wasn't a satellite like they had speculated. There, in orbit around the larger moon, Månsken, was an enormous space station. It was easily fifteen miles across, made of intersecting capsules and forming the shape of an oversized "X." An additional several miles of attached components seemed to be nothing but solar panels, though it wouldn't have been surprising for those to retract and reveal guns and turrets in their place. It was abuzz with activity, surrounded by small maintenance drones and ships constantly docking and leaving, bound again for Petropia or deeper space.

Suddenly, Rook was  _incredibly_ grateful for having turned on the ship's cloaking device.

Next to him, Gwendolyn cleared her throat. "Well, on the plus side, I think that we can stop looking for where they're keeping Ben." She still had his jacket tied around her waist, but Rook didn't need to be able to detect mana to guess that the giant and expensive space compound was a safe guess.

"Yes," he acknowledged with a hollow nod. "The files on Petropia said nothing of any grant to construct a space station. It is obviously foreign."

"A little redundant there, Rook." With a frustrated huff, Kevin killed the ship's thrusters and stood up. He leaned over the Revonnahgander's shoulder, looking at the radar and then back out the window. "The real question is, how are we going to manage to track Ben down if he's on something like  _that_? Gwendolyn isn't going to be able to track his mana in a place that's all metal." He glanced at his girlfriend. "No offense, babe."

Rook crossed his arms over his chest, sitting back with a heavy sigh. "This certainly complicates things," he muttered. What were they going to do? Ben could be anywhere inside of that enormous satellite. He asked himself if that changed anything, but the answer was a quick and decisive, "no." It didn't matter how many miles of metal that thing was made out of. They had faced tougher situations. Probably. "We need to scan it," Rook settled on. "Once we have found an opening, we will need to sneak in. From there, we can narrow our search. Ben will likely be towards the center of the craft, more protected from outside interference. It will also have to be heavily guarded and have a great deal of energy funneled into it. Any control room — a station so large is sure to have several — should help us in gathering this information."

"Good idea," Gwendolyn added in, "but where do we start? I know that Kevin's done a lot of work on the Rustbucket, but the shielding technology isn't a miracle worker. Once we get close enough, their scanners are going to pick us up, anyway."

Kevin nodded. "Yeah, and we can't really pull the old trick where we pretend to be a supply ship or something. If we park in their hanger, it's going to be pretty obvious that we're not supposed to be there. Not that I'm regretting the paint job, but…" He made a helpless gesture upward. "Well, bright green tends to be pretty noticeable, that's all I'm saying."

All good points. The search for some sort of loophole was starting to give Rook a headache. He let his eyes drift over the nearby moon. The station was orbiting closely, probably only one thousand miles away. He thought about landing the ship on the moon and having Gwendolyn launch them toward the station in a mana bubble, but they would run out of air long before they arrived and then there was the matter of the station's defense, which would certainly register them as a threat and destroy them.

The solution smacked Rook upside the head. He blinked as realization dawned, a grin slowly spreading across his face. He twisted around to look at Gwendolyn and Kevin. "I have a solution," he announced. "It is either the most ridiculous or most intelligent plan I have ever come up with."

They both looked taken aback, but then Kevin folded his arms across his chest and grinned. "You sound more and more like Ben every time I see you," he remarked.

Arching an eyebrow, Rook's smirk didn't fade. "I will take that as a compliment." Of course, at the mention of the person that they were trying to rescue, Rook grew serious again. "My plan is simple. We will land on the surface of the moon and, using Kevin's radio, contact one of the delivery ships requesting an emergency rescue due to a failing engine. When they arrive to assist us, we knock them out and take control of the ship to gain access to the station."

Silence.

Gwendolyn blinked. "That is the most idiotic plan that I have ever heard. And I've been working with Ben's idea of a "battle strategy" since he was ten."

"Totally stupid," Kevin agreed. Then, grinning, "We'd better hurry up and land this thing."

His girlfriend whirled around to look at him, expression a mixture of surprise and frustration. "You're not seriously considering that, are you? Like you said, we're bright green! It'll be obvious even at a distance that we're not working with them," she pointed out.

"True," Rook acknowledged with a nod. "But even so, they will have to investigate an enemy ship or send someone else to. It is smarter to take on one or two ships than face a space station that is likely armed to the teeth and filled with plenty of drones and enemy pilots. Not to doubt our fighting capabilities, but the odds would not be in our favor."

"Besides, it's not like we have a lot of other options. Do you have any better ideas, Gwendolyn?" Kevin asked. He was careful not to be snippy, but the unamused look on his face almost made Rook grin.

She was quiet for a moment, biting her lip thoughtfully. "Just… give me a minute," Gwendolyn offered weakly. Her concern for Ben must have won out over stubbornness though, because she said nothing as Kevin sat back down in the pilot seat and returned his hands to the ship's controls.

"Okay, well, you think on it while I land," replied Kevin.

The ship was jarred as the thrusters kicked back on. Rook buckled himself in, watching the space station grow smaller both out the window and on the radar as they moved closer to Månsken. The moon itself was, comparably, about the same size percentage as Earth's moon was. It was one of the few things in the Petropian system that wasn't peranite, being made of regular rock. Obviously, it had been launched through space from a different starting position and ended up caught in Petropia's gravitational pull. The second moon, Fengári, was completely peranite, though much smaller and devoid of life.

Gauging their landing was sort of a guessing game. It was difficult to know exactly what to do when they didn't know the rotation speed or gravitational pull of the moon — made abundantly clear as Kevin muttered and cursed over the controls.

A rough jerk forward nearly tossed Gwendolyn from her seat. She caught herself on the instruments, straightening up and sending their pilot an unimpressed look. " _Kevin!_ "

"Sorry, babe!" He shouted back. "Dealing with some turbulence here!" As if to prove his point, the controls shook in his hand and the ship nearly turned on its side.

"Technically, it is not turbulence," Rook chimed in, though he was starting to feel a bit queasy. "This moon has no atmosphere, and so it is not possible for it to have a violent or unsteady movement, according to the definition of—"

"Yeah, not helping, Rook!" Kevin snapped. He flipped a few switches, only making the shaking of the ship worse. But at least no alarms had come on. "I think I can land us intact, but it's gonna be bumpy. Hang on to your seatbelts!"

"You  _think_?" Gwendolyn shrieked.

The ship shook so badly that Rook felt his teeth vibrate. He held onto the seat, tensing reflexively as the ground soured up towards them. At the last second, Kevin pulled hard on the ship's steering, doing a near ninety-degree turn that had Rook's stomach jumping into his throat. They came towards the ground far too quickly, jumping and skidding like a stone over a pond as the friction of their wheels on the rock kicked up sparks and an impressive dust cloud.

When they finally did stop, Rook ended up bent over his seat. He probably would have fallen out, had he not been wearing a seatbelt. Gwendolyn didn't fare nearly as well, spilled out on the floor in front of her seat. She didn't look injured, but the unimpressed scowl on her face spoke volumes.

Kevin stood on wobbly legs, approaching his girlfriend with a hesitant smile. "Hey." He knelt down, offering her his hand. "Fancy running into you like this."

Despite herself, Gwendolyn smiled as she reached to take his hand. "Remind me again why I love you?" She sighed as she was pulled to her feet. Once steady, she brushed her hair back and dusted herself off.

Grinning, Kevin pretended to consider the question. "My charming wit? My devilishly good looks? Is it my undeniable, near god-like talent with machinery? Is it—"

"His sense of modesty?" Rook interjected as he got to his feet. His comment got a chuckle, but more importantly, it stopped the couple before they could get too distracted. They had been drifting closer to each other but, at the reminder of Rook's presence, an additional foot of space had been added between them. Pretending not to notice, Rook turned to the windows. He had to crane his neck to see the space station from where they had landed. "Kevin, your radio is functioning, is it not? We should use this opportunity to contact Magister Tennyson before we proceed."

Even as Kevin was reaching toward the radio though, Gwendolyn put out a hand to stop him. "Should we do it right now?" She asked. "I thought that we would wait until we checked out what's inside of there, that way we can update him on what's going on with Ben. As a best-case scenario, we'll have Ben here to talk to Grandpa about what happened himself."

Rook paused to consider it. As a Plumber, his first impulse was to report any change in the situation to his ranking officer. It bothered him that they had already waited to talk to Magister Tennyson for as long as they had. Given his recent experiences with Ben though, Rook was starting to wonder if following the Plumber protocol so religiously was such a good idea. Technically, he wasn't a Plumber anymore. When had those rules ever helped him out in the past, anyway? Time after time, protocol and regulation had held him back or failed completely. Half of the time when he and Ben had to deal with a crisis, it never went by the books. Maybe that was supposed to mean something.

On a personal note, Rook didn't think that giving Magister Tennyson more questions instead of answers was a good idea. The man was caught up in those same regulations that Rook so revered, so he wouldn't be able to enter Petropian air space legally, anyway. All that talking to Magister Tennyson would do was make him worry fruitlessly while they were in the line of fire. They could report Argyle, yes, but Rook had no physical evidence to offer and if Magister Tennyson started firing off accusations, that was an entirely new legal headache to deal with.

After a minute, he sighed. "Yes," Rook agreed somewhat begrudgingly. "We should leave this discussion for later and focus on the pressing matter right now."

"Glad we've all reached an agreement." Kevin rolled his eyes but seemed glad that they were moving forward with the plan. "I'll radio the nearest ship. And, since Ben isn't here…" He reached into a small storage space under the main console, pulling out a universal translator. He made a show of blowing the dust off of it. "Haven't had to use this baby in a while. Guess the Omnitrix can be pretty useful after all, huh?" He joked, unbothered by the lack of response from the other two people on board.

The universal translator — a compact, circular device of red and white Galvan steel — was set over Kevin's chest. He rotated the removable top portion to the right, turning it on with a quiet click. Satisfied, he reached for the radio.

It took a few minutes to connect to a frequency that the nearby ships would be able to pick up. After that, the hardest part was suppressing a grin as Kevin hammed up his acting. It was even funnier that the language they were speaking sounded like Earth insects to Rook. Kevin cried out dramatically, feigning hurt as he held a hand up to his forehead and swooned, nearly falling out of his chair in the process. Whatever he was saying though, it must have had the desired effect. Their conversation was brief, but it ended up with Kevin chuckling to himself as he cut off the radio connection.

"How did it go?" Gwendolyn asked. She had reclaimed her seat and, like Rook, was trying not to look amused in light of the situation.

Before answering, Kevin switched the UT off and set it back where he had had it. "Pretty well. I think those guys thought I was a chick or something, though. Guess my cricket-chirping was pretty high-pitched." He cleared his throat. "Anyway, I told them that we were attacked by a smuggler's ship entering this system and our ship was destroyed, so we had to commander theirs but the damage resulted in a crash landing before we could get back to the station."

Gwendolyn made a face. "That seems really convoluted. Did they at least agree to come help us out?"

"Hm? Oh, yeah," Kevin replied nonchalantly. "They offered almost immediately. I just wanted to mess with 'em." Seeing that Rook and Gwendolyn were equally unamused, he chuckled. "What? It's been a slow week."

There was a sigh of exasperation from Gwendolyn, but the three of them didn't waste any more time talking. They had a few minutes at the most until the ship that they called converged on their location. While Kevin locked down the ship and tucked away anything of value, Rook monitored the radar and Gwendolyn readied herself to knock the arrivals out as soon as they left their ship.

The silence was tense as the three of them stood rigid, afraid to so much as breathe too loudly. Rook didn't look away from the radar for a moment. His lips pressed into a thin line as he waited for the signal that something ship-sized was approaching.

Then there was a beep. A small dot appeared in the radar's second quadrant, moving steadily closer. Relieved, Rook let himself relax as he turned to look at Gwendolyn. "It appears to be a small cruiser. By my estimation, they should be landing in a minute or two. You should be waiting to greet them," he said with a faint smirk.

She nodded, grinning, and was quick to leave the flight deck. Kevin and Rook hung back. There was no sense in starting a brawl out in the vacuum of space — both for their own protection and out of consideration for whichever species had answered their call. The chance that they were capable of space survivability was slim and, personal ethics aside, Rook didn't much like the idea of seeing how  _that_ turned out.

From the window, the two hanging back watched the enemy ship come into a landing only slightly better than the one that Kevin had managed. As soon as they touched down, Rook ducked down and out of sight. Impatiently, he yanked Kevin down after him, ignoring his muttering about the floor being dirty.

"I wanted to get a look at them," Kevin muttered. He popped open one of the storage containers, shuffling around and searching for something as he continued to speak. "Those guys are Merlinisapiens. Figures. No wonder I didn't recognize their language — they're as obscure as it gets."

The name was vaguely familiar to Rook. Even so, it took him a moment to piece together where he had heard that species before. "Oh! Yes. Ben can turn into that species — he calls that form Chamalien."

Kevin snorted, biting back a chuckle. "Just… such an awful name…" He shook his head, sitting back with whatever he had grabbed safely in his pockets.

From the direction of the airlock, they heard Gwendolyn's shout of, " _Somnus_!" Even crouched down as they were, they saw the flash of pink through the windows as she worked her magic. Literally.

The two shared a look before Kevin shrugged and got to his feet. Rook followed.

"What do you think Merlinisapiens are doing in such a remote area of the galaxy?" He asked as they walked. "I remember hearing of a failed revolution on their planet. It seems odd that they would be concerning themselves with outside matters during such a turbulent time in their history."

There was a grunt of disinterest from Kevin. "Hell if I know, man. But you'd be surprised what some people are willing to do for a big enough paycheck."

Their conversation halted as they stopped so that Kevin could input the code for the airlock. It was often underused, but it seemed safer than swinging open the cargo bay doors. The airlock had the added bonus of containing space suits.

Gwendolyn was waiting for them there. "I took care of them," she said. "A group of three, but nothing that a sleeping spell couldn't handle. Are we ready to go?"

Moving past her, Kevin peered outside of the small window to glance over their surroundings. "Yeah, doesn't look like they've got any backup with them. Their ship's a pretty old model, but I haven't come across a ship yet that I can't fly." He paused. "Or, at least, that I can't crash in the right direction."

"That is encouraging," Rook sighed.

Still, there were few other options and not enough time to consider them. Rook didn't need a full spacesuit, considering that his armor encased his entire body. The main concern was something to cover his head. Thankfully, he always had an emergency fifteen-minute supply of air with the Proto-Armor and, while it wasn't used for long-term, he did have an air-tight makeshift head-covering of synthetic plastic that would do a decent job at keeping him from imploding. Maybe not for a long spacewalk, but Rook didn't doubt that it would hold up during their brief escapade.

While he was doing that, Gwendolyn and Kevin helped each other into out-of-date Plumber suits. They weren't on model with the more modern designs, but Rook figured that that would work in their favor. Again, Plumbers not from Petropia  _technically_ weren't supposed to be in the system. Rook already considered Ben's status as a Plumber iffy at best — Gwendolyn and Kevin were even more confusing as they were no longer considered active. It all came down to a matter of  _technicalities_. Technically, what they were doing was illegal.

Technically, Rook didn't particularly care.

"Already, everyone nice and snug?" Kevin asked once he'd finally managed to squeeze into the spacesuit. When there was no response, he rolled his eyes. "Jeez, tough crowd. Brace yourselves for air pressurization." He walked clunkily over to the door leading outside, hitting the switch that would open it.

The door that led into the rest of the ship clanged shut and the air began to be suctioned out. The feeling was definitely bizarre, but not altogether uncomfortable. It was a quick process and, a minute later, the door slid open to let them out into the vacuum of space. Gwendolyn led the way, with Kevin hanging back so that he could shut and lock his ship.

Barely even thirty feet from the door, three unconscious Merlinisapiens were hovering in the air above their heads, dozing peacefully. They each had suits on, but Rook had doubts about how long they would last. Evidently, Gwendolyn agreed. Without needing to be asked, she waved her hand and formed a mana bubble around them, pulling them in close to make it as compact as possible. It was as thin as a sheet of glass but held them easily. The three of them continued to the supply ship without comment, letting Gwendolyn's "guests" trail along behind them.

Their airlock didn't have a lock the way Kevin's did. Instead, it had an old-fashioned hatch with a wheel that had to be cranked in order to open. It was heavier than it looked, taking both Rook and Kevin's combined efforts to eventually manage to pry it open. By that point, it was a relief to step into the airlock and take a deep breath without having to worry about slowly and painfully suffocating.

The look of the ship confirmed that, at the very least, it wasn't part of an organized mafia working under Argyle. It very much seemed like lone mercenaries and other low-life criminals had been hired as cheap labor. No surprise there — a satellite that huge would need plenty of help and Rook doubted that anything they were doing would be accepted by polite society.

"How long do you think they'll stay unconscious, Gwendolyn?" Kevin asked, nodding his head towards the Merlinisapiens.

She shrugged offhandedly, busying herself with tucking them neatly on top of each other into a small closet. "A few hours, at least. I made it stronger than I usually do as an added precaution. Who knows how long we'll be up there."

"Speaking of which," Rook spoke up as he followed Kevin to the flight deck, "how are we going to split this so that we most efficiently cover a lot of ground? Even if we split into thirds, there will still be around five miles of the space station for each of us to cover. That is a long way to go without being discovered."

Kevin grimaced. "Do we really have any other option, though?" He turned to look at Rook, his expression severe. "I'd rather be thorough and take a little longer than be quick and somehow miss Tennyson completely. In the long run, it'll let us help him faster if we do this right the first time."

From the open doorway, Gwendolyn let out a noise of surprise. Having just joined them, Rook doubted that she heard it all, but she heard enough. "Wow. Since when are you the rational one, Kevin?" She took a seat next to Rook. When Kevin didn't answer, choosing instead to start the lift-off procedure, she let him stay quiet. "I agree, though. It'll be a bit of a hassle, but I think that it will work out better in the long run. I'm just wondering how we're going to stay in contact during it." She bit her lip. "It's not like any of us have our Plumber badges."

"Oh. That reminds me." Kevin let go of the controls to reach into his pocket. He pulled out the two objects that he had grabbed from his ship earlier when he and Rook were crouched down out of sight. They didn't look very helpful — little more than clunky boxes with dials and blinking lights. To Rook, it looked like a children's toy.

"Radios?" Gwendolyn seemed surprised. And she had every right to be because what Kevin was holding had to be the most low-tech thing Rook had ever seen in his hands.

Oblivious to this, Kevin grinned. "Yep. Military-grade, baby. These things have a range of fifty miles and twenty-two channels with one-hundred and forty-two privacy codes per channel." He let out a fond sigh. "Call me old-fashioned, but sometimes, nothing beats the classics. Also," he continued, "I don't exactly carry around back-up coms since it's never been a problem before. Picked these up from an old friend a few months back. I didn't think they'd be useful, but hey, guess it pays to shove shit into places I'm going to forget about, huh?" His smile fell. "But I've still only got two of them. Without Plumber badges, it's sort of the best we've got."

Rook was about to offer that Kevin and Gwendolyn take them, but she beat him to it. "You can take the second one, Rook," she said. "I can feel you both through the mana field if I need to."

"Really?" Rook frowned. "I thought that you had difficulty with that around machines."

Gwendolyn nodded. "I do, but there should be plenty of people on that satellite. Even if I have a harder time with it, I think that I'll still manage fine as long as I bounce it off of other living things. You both have a distinct mana signature. It won't be that hard," she assured them. "I'll probably be the one to find Ben first and meet up with you both after."

Though he had been about to lift off, Kevin took his hands off the controls again to turn to her. "You're sure?" He asked. "What if something happens? We won't be able to get to you."

"I can teleport far enough away that it won't be a problem," she reminded him. "Teleportation is a lot easier when I only have to take myself. If something happens, it's faster than fumbling for a clunky walkie-talkie."

Even if Kevin looked far from pleased, he thought about it for a moment before giving a nod. His expression softened. "Just be safe." Of course, he immediately turned away before Gwendolyn could respond, but they were both smiling as the engines started up in earnest and their borrowed ship began to leave the ground.

For his part, Rook politely looked away while they had their moment. He stared out the window, wondering what Ben was doing at the moment. He concluded that the hero was probably doing something snarky. The mental image of him snippily telling Argyle to invest in some mouthwash, not seeming to care if he was tied down or not, managed to bring a smile to Rook's face. Not that it lasted very long. His thoughts were still clouded with worry.

A quick peek in the back of their ship revealed that the Merlinsapiens had been delivering weapons. Kevin was quick to identify them as photon blasters and, without looking away from the controls, informed Rook that the best way to ruin them was simply to invert the power sources. It didn't take that long, but even if it had, Rook wouldn't have minded. He was in no position to issue a formal arrest towards anyone for possession of said weapons, but the next person to pick up a blaster was going to get a nasty surprise.

After that, Rook used the scanner on his Proto-Tool to try and locate Ben's Omnitrix signal. He didn't tell Gwendolyn or Kevin, but the scan came back with nothing. It made him worry. The only reason that there would be nothing is if the Omnitrix was off, broken, or if Ben had… But that was ridiculous. Rook shook the thought away and tried to focus.

With their new ship, entering the space station was as simple as flying towards the entrance. No one stopped to question them, other than the person operating the heavy doors to the aircraft hanger. Luckily, the ship's radio came with an added-on universal translator, likely necessary depending on how many different species were working at the station. Gwendolyn chatted amicably with the person on the other end for a minute before informing them that they had the green light to enter.

As Kevin maneuvered them closer to the entrance, Rook took the opportunity to speak up. "We should split the station into thirds," he remarked, eyeing it thoughtfully. They were close enough at that point that he could no longer see all of it. "There is a top, a middle, and a bottom. If we divide it this way, I think that I will take the middle."

There was a brief pause while Gwendolyn and Kevin shared a knowing look. After a moment, the Anodite shrugged. "Alright," she agreed. "I'll take the bottom. Kevin, you don't mind taking the top, do you?"

Her boyfriend shook his head, shooting a smirk at her over his shoulder. "When have I ever?" He teased.

If it was supposed to be a joke, then Rook didn't get it. Gwendolyn did — she scowled, turning red, and flicked him upside the head with a small mana construct. All that it did was make Kevin laugh.

The ship lowered carefully into the large hanger. The door slid shut at an achingly slow pace behind them, shutting out the vacuum of space. Even once it was closed, Rook didn't let out the breath that he was holding. It was the moment of truth. He was fighting not to reach for his Proto-Tool. But instead of an alarm going off or the sudden sound of laser fire, all that happened was air gradually began to filter into the hanger. Once the air balance was the same as it was in the rest of the station, the doors in front of them slid open. Carefully, Kevin directed the stolen ship forward. Only then did the three people in the cabin remember how to breathe.

In the proper hanger itself was dozens of other ships, smaller or bigger or nicer or worse than theirs. One looked like it was falling apart, towering over them and practically shaking over its size, while there was a tiny two-person craft that looked new off the showroom floor. A few of them seemed to have passengers, but no one gave their little weapons' ship so much as a glance.

"How are we going to leave the hanger?" Rook asked with a frown. "As many aliens as there are on this station, humans and Revonnahganders are not known for going very far from their planets. We will still be noticeable." He looked around for any cameras. People didn't typically put surveillance in the hanger bay, but Rook doubted that the people in charge were very trusting individuals.

They came to an easy stop as Kevin tucked their craft into a little corner. He considered the question for a moment, eyes taking in their surroundings before he pointed forward. "Bingo. Air filters." Sure enough, about a hundred feet from them was a removable grate far off the ground. "They look pretty sizeable. Guess having a huge station makes that necessary, though."

Gwendolyn stood up, walking over to see out over Kevin's shoulder. She grimaced in distaste but didn't protest. "It's our best bet. Those things are bound to go all over this station. If  _that_ doesn't lead one of us to Ben, then…" Unwilling to finish, she trailed off.

"We will find him," Rook said firmly. "And if we cannot, then Ben will find us. He has managed impossible situations in the past."

"Yeah," Kevin chimed in. He reached behind him to take Gwendolyn's hand, twisting around to look her in the eye. "You should know better than anyone how tough your cousin is. Don't worry so much about him. Let's just focus on helping him out as soon as possible."

That brought a smile to Gwendolyn's face. She leaned down, pressing a kiss to Kevin's cheek. "I'm going to retract the question that I asked earlier," she said fondly. "I remember now why I love you."

Unlike before, Rook stayed quiet. He let Gwendolyn and Kevin have a few moments with each other. Thankfully, they didn't drag it out or forget what their goal was. Kevin squeezed her hand and that seemed to be enough. Gwendolyn pulled away, turning to the ship's door.

"Alright," she muttered, cracking her neck. "I'll go first. Good luck, you two." There was another pause as Gwendolyn looked between the both of them fondly, but then she stepped into the airlock.

It didn't have to change pressure given that they were already in a stable environment, so a minute later, Gwendolyn was darting across the open hanger, sticking to the shadows of other ships. Once she was beneath the air shaft, she lifted herself to its level with her mana and pried it open with ease. Giving one last wave over her shoulder, Gwendolyn ducked inside and was out of sight.

"Here," was the only warning Rook got before Kevin tossed him one of the handheld radios. He managed to grab it only thanks to years spent developing fast reflexes. "You go next," Kevin told him, getting to his feet. "I want to do some things with this ship before I head after you both." Seeing the look on Rook's face, he added, "And, no, it's nothing illegal. I'm just going to make sure that we'll have a ride when we get Ben out of here. I didn't want to say it in front of Gwendolyn, but…" His expression turned severe. "We both know that there's no guarantee he'll be alright when we find him. If he hasn't busted out and blown this whole place to kingdom-come yet, there's a good chance that he's probably hurt. Or dead."

Rook was quick to shake his head. "He is not dead. If he was, Gwendolyn would have felt it long before we arrived here."

His comment didn't seem to help. If anything, it made Kevin more upset. "Still," he said instead of arguing the matter, "you go on ahead, Rook. The middle's the best chance of finding him. But you already knew that when you signed up for it, didn't you?"

Standing up, Rook chose not to answer. He started over to the airlock. "Technically, I am not a Plumber at the moment. Many modifications can be made to a starship to increase the speed that are considered illegal." He paused. "As long as I do not have to assist, I see no reason why I, an average civilian, would need to inspect your engine work."

Kevin blinked, confused, but then a grin slowly spread across his face. "You know me," he joked. "I'd never  _dream_ of touching this baby. But while I'm busy not doing that…" He gestured pointedly to the exit.

Good-naturedly, Rook rolled his eyes but took the hint. There wasn't a heartfelt goodbye or a meaningful glance between them. Rook shut himself into the airlock and didn't look back. He turned the radio over in his hands while he waited before tucking it into one of the bigger pockets on his Proto-Armor. He felt himself relax as a mission mindset began to take over his higher thinking.

Stay hidden. Find Ben. Leave unharmed.

Simple.

The door slid open and Rook inched out, glancing at the walls for anything that could be a camera and watching the room around him for any warning signs of movement. His ears twitched but, when there was no sound aside from the whir of machines, Rook darted over to the same air vent that Gwendolyn had used. It was quite large, able to fit the width of Rook's body with barely enough room to turn around. He reached it with a single high leap, grabbing the vent cover and prying it open.

Unlike her, Rook didn't bother looking back at the ship. He let the vent clang gently back into place behind him and, without hesitation, started forward. There was so much that he wanted to say — that he should have said before — but Rook pushed those thoughts away and focused. There would be time to apologize once he was certain that Ben was alive.

**Notes for the Chapter:**

> Yeah, kind of a slow chapter, but we've got character stuff going on. The espionage shit is all up next!
> 
> **Chapter Nineteen: _Just Around the Corner_**


	21. Just Around the Corner

**Summary for the Chapter:**

> When Diavik stopped in front of a secured door, Rook felt his heart skip a beat. _Finally._

Cramped in the ventilation shaft, Rook didn't have much to do other than think and crawl. It was mostly pitch black, save the slivers of light that sometimes illuminated the way forward. The air was dust-clogged and smelt stale, giving the strong impression of being underground. He would often pass by openings and grates that he could peer through, but none of them offered anything that he couldn't gather from a passing glance. There were long hallways, rooms full of blinking lights and dials, sleeping quarters, aliens chittering about who knew what… None of it was terribly interesting. And none of it was related to Ben.

Hence, where the endless thinking came into play.

Rook didn't often worry about Ben. Why would he? For every tough situation they found themselves in, there were at least three instances of Ben working his way out of harder ones. They risked their lives for the Plumbers almost daily without needing to be asked but, somehow, it was easy to forget that Ben could be as vulnerable as anyone. With his Omnitrix deactivated, it probably wouldn't be hard for someone to kill him, especially if he was unconscious or tied down — which he would be if his kidnappers had any sense. Thinking like that was what fueled Rook to ignore his burning muscles and the dust in his lungs and continue to push onward.

It was so unfair, he thought. Ben had given up so much to help people in the past, often without being prompted or asked. He should have had an entire army willing to storm the satellite for him. Instead, he got a planet full of ungrateful imbeciles and a rag-tag group of three who didn't even have a solid plan.

The universe was never fair, and Rook understood that — still, he couldn't help but feel that things had taken a turn from  _unkind_ to  _cruel_.

He continued forward quietly, purposefully, inching toward the voices up ahead. Normally, Rook wouldn't have thought much of people talking, but something about the voice gave him pause. And then he realized why — Rook  _recognized_ the voice speaking. He was almost close enough to understand what was being said. Swallowing his anxiousness, he moved slowly, not wanting to alert them to his presence.

"...don't understand his train of thought," the Nemuina, Murowa, was saying as Rook carefully peered down through the grating. He didn't want to risk being seen but, by the same token, he was eager to soak in as many details about the room she was in as possible. It seemed to be a work lab, covered wall-to-wall in counters stacked high with half-finished projects, scrap metal, exposed wiring, and sloppy blueprints.

She wasn't alone. A Pugnavore that Rook didn't recognize was leaning against a workbench across from her. Their body language spoke of ease and trust. Clearly, they were allies.

"Does it matter?" The Pugnavore asked with a grin. "I know that it forces your experiments to an end in this one area, but think of the benefits. We'll cover all evidence that anything even happened here  _and_ the value of our product will skyrocket with any and all competitors finally out of the mining business."

"He's rushing me for no good reason," Murowa argued. She tossed her head back and groaned in frustration — Rook barely managed to duck out of the way before her eyes trained on the ceiling. "We don't even know if the solution with the Omnitrix is going to work yet. I had been hoping for some time to poke and prod at it, but I can only do that whenever Argyle isn't up my ass about  _his weapon_." She snorted. "Honestly. Having me do all the work, yet he still has the nerve to call it his."

In true Pugnavore fashion, the male's antenna were switching and the pleased smile on his face only widened. If Murowa knew that she was being fed off of, then she didn't care. "You two have always done this," he sighed. "Ever since the Academy. Honestly, sometimes you two seem more like an old married couple."

That comment got him a flick of dust from Murowa. It wasn't enough to knock him out, but he had to blink hard a few times and shake his head to keep from dozing. "Watch yourself, Diavik," she warned. "We've been over this. I don't want to be reminded of that  _or_ the Academy."

His smile tightened somewhat but Diavik otherwise seemed unbothered by her comment. "I know you feel rushed," he said, smoothly changing the subject, "but he does have a good reason. He's been stalling Magister Tennyson for as long as he can, Murowa. We only have so long before the Plumbers grow suspicious. When that happens, it's best that we be as far from here as possible. Andromeda isn't exactly close, even by FTL standards. They'll need their hands full with something else if we're going to make a clean getaway." He smirked, chuckling. "But then, you knew that. You just like to complain about Argyle."

Murowa scowled. "If you want to be helpful, stop trying to be a shoulder to cry on. You're awful at it. Why don't you pay a visit to our  _guest_ and bring back that dampener I strapped to its wrist? I need to study the readings more closely if I'm ever going to make any progress on that weapon Argyle so desperately wants.  _And_ ," a sick smirk spread across her face, "maybe I can use that data to  _my_ benefit, too."

Was she talking about Ben? The way that she so flippantly referred to the Hero of the Universe as "it" made Rook feel a little queasy.

Crossing his arms, Diavik frowned, showing displeasure for the first time. "Why should I do it? It's your experiment. I thought that you liked stopping by to see it, anyway."

"I do," Murowa agreed with a nod, "but I don't want to keep doing the back and forth. I have things that I need to set up here. It's not like you have anything to be doing right now. Besides, you're looking a little thin. Surely the incessant dramatics offers some form of snack for you?" She urged.

That must have been the right button to press — Diavik's antennae twitched and he looked to be suppressing a smile. "Alright," he agreed after a moment of deliberation. "I'll be back with it, then. And you're sure that removing it won't allow the tracking features to come back online, aren't you?"

"Positive." For all her reassurances, Murowa already looked uninterested again, moving to tinker with something on the workbench. "What do you think the force field is for?  _Looks_? I designed it specially myself, just for this. I'll be here when you get back, Diavik."

Despite their seemingly equal status, it was a dismissal if Rook ever saw one. The Pugnavore nodded and said nothing else, leaving the room.

Rook's heart lept into his throat — he couldn't believe his good fortune. This meant that Ben was close. More than that, actually, he was likely only a few rooms away. Moving as quickly as he could without making noise, Rook turned and did his best to follow Diavik through the irregular grates that let him see through the vents. He followed the Pugnavore down two short hallways before he came to an elevator. Under his breath, Rook cursed, but focused on what level the man was getting off on. Thankfully, it was only two blocks up.

Before Rook could start navigating the perfectly vertical climb, the loud whine of static from his pocket nearly made him jump out of his skin. He panicked, grappling for the radio that he had stashed there. It took a few tries to find the switch that answered the incoming connection. He managed it though, cracking the volume down as far as it could go. His thoughts were still on Diavik, but Rook couldn't trail him and talk at the same time. Instead, he moved away from the vents, praying that Kevin's check-in would be brief.

" _You getting this, Rook?_ " The crackling voice of the Osmosian reached his ears, barely louder than a hiss. " _You remember those missing Petrosapiens you told me and Gwendolyn about? Yeah, I think I found them._ "

A pause. Rook didn't know what to say. His mouth opened and closed uselessly, struggling for a moment before he weakly managed, "I am sorry. Can you repeat that?"

" _I don't think I found all of them, though_ ," Kevin continued. Either he hadn't heard Rook or, as the breathless undercut of his tone implied, he was trying not to outwardly react to something horrific. " _They look in pretty bad shape… God, these conditions are just awful. It doesn't seem like there's any more than one thousand or so in this massive pen, though. The rest are probably being held somewhere else or in other rooms._ "

As rare as it was, Rook found himself well and truly at a loss for words. He sat there dumbly, crouched in a ventilation shaft and covered in dust and a light sheen of sweat. Rook had never felt so unheroic. He didn't know how to respond to that. He wondered, ever so briefly, what Ben might have said if their situations were reversed.

He didn't come up with an answer, but the reminder of his (ex-)partner spurred Rook back into action. "We cannot evacuate them," he said, painful though it was to admit. "We will have to leave them until a later date when they can be safely returned to Petropia."

Kevin made an unhappy grunt. " _Hey. I know it's not easy. But we'll be back when we've got the resources for a mass evac._ " He paused. " _By the way, that's the one and only time I'm going to act as any form of emotional support. Ben's better at this shit than I am, not that it's really saying much._ " Even without being able to see each other, Rook could tell that Kevin was smiling. Neither of them was eager to admit it, but Ben had an influence that the hero would probably never be fully aware of. " _I'm still going to see if I can sabotage whatever setup is going on here,_ " Kevin informed him. " _None of these guys look like they're in a position to fight, but that doesn't mean they've got to suffer while their rescuers get their act together._ "

"That sounds reasonable," Rook agreed. The tightness in his chest lessened some. "I have a possible lead on Ben. I will call you back when I have investigated further." And, if all went according to plan,  _after_ he had the human safely back on their stolen spacecraft.

" _Good luck_ ," was all Kevin said before cutting their connection. Still, it was the genuine intention behind those two words that had Rook continuing with renewed vigor.

Ordinarily, climbing straight up through a thin metal encasing without making noise would have taken a while. And while Rook wasn't one for blowing his cover and indirectly leading to the discovery of himself or his teammates later down the line, he was well-aware of how much time he had wasted on that talk with Kevin. He was meant to be following Diavik but he couldn't exactly do that if he lost track of the Pugnavore.

So it was with no easy decision that Rook removed the Proto-Tool from where it was over his shoulder and launched the grappling feature above his head. It soared into the darkness swallowing his path, hitting the top with a dull clang. Maybe it was Rook's nerves, but the noise that it made seemed far too loud. It was better than the noisy thudding that would have followed if he had tried to climb, but that didn't make him feel any better about it. He waited in case someone had heard and come to investigate, but only stopped for a second.

Almost soundlessly, Rook pulled himself up. He didn't go directly to the top, only needing to go two levels. He peeked through the grates that he passed to try and gauge where he had ended up. They weren't spaced very evenly. For a few heart-pounding seconds, Rook was worried that he had missed Diavik or the floor he needed to be on entirely, but then a flash of green caught his attention. It wasn't Ben, but the sleazy suit that disappeared around the corner was undeniably Davik's.

Rook relaxed (as well as he could given the situation, anyway) and swung himself over to the level that he needed to be on. He released the grappling function and it automatically retracted, tearing the grating above his head further and providing an extra burst of light. He grimaced but Rook wasn't about to stay around and see how  _that_ played out.

He moved quickly but efficiently, doing his best to follow Diavik. Whoever designed the layout of the air vents must have done so as inefficiently as possible. Often, Rook would be unable to follow directly or lose Diavik completely and have to backtrack to a grating that he had already passed. It was a workout to be sure, but Rook barely noticed how tired he was getting. All he could focus on was how  _close_ he was.

The whole situation gave Rook unpleasant flashes of when Ben was kidnapped by Albedo and Khyber. Their partnership had still been relatively new, then. Still, regardless of how Magister Tennyson insisted that none of it had been Rook's fault, it hadn't kept back the acidic taste of guilt in his mouth. He had hated that experience — it was one of Rook's most unpleasant memories from working with Ben, not that it was the hero's fault. But there was something horrible and terrifying about feeling that hopeless: working so hard only to come up empty, to chase his thoughts in circles with " _what if?_ " scenarios that made his worry skyrocket, the dread carving a pit in his stomach with every minute that ticked by because it was another minute that Ben could be hurt or dead or  _worse_.

He didn't want to use the word "desperate," but the desire to find Ben was potent. Rook blamed himself for his friend's capture, exactly like the last time. He didn't want it to end that same way, arriving mere minutes before Ben would have been killed.

When Diavik stopped in front of a secured door, Rook felt his heart skip a beat.  _Finally_.

There were no less than three cameras trained on the door. Diavik had to scan his thumbprint and have and ocular examination before being allowed to insert a key and unlock a small number pad. Rook didn't catch what the code was, but he didn't care. He could see light pouring in through the grating up ahead and crawled over to it.

The sound of a familiar laugh stopped him. For a second, Rook forgot how to breathe. He only snapped out of it when, instead of speaking, Ben's voice mumbled and grunted something that he couldn't make out. Was he  _gagged_?

Slowly (holding his breath, afraid of even a hair twitching and giving away his position), Rook pulled himself forward. He blinked, peering down into the holding area beneath him.

The room was built like a cylinder, completely smooth walls with no visible seams. Cameras were embedded in the wall, catching every possible angle. Smack in the center, directly beneath the Revonnahgander, Ben was strapped to some sort of examination table. Seeing him alive and (mostly) well, flooded Rook with so much relief that it was hard to describe.

Despite his initial excitement, it quickly became clear that Ben was not doing as well as his bravado implied. He was wearing the same clothes that he had been the last time Rook saw him, but they looked torn and stained in some places. The bandages from before were gone, exposing the yellow and purple bruises covering his body. Obviously, Ben hadn't been handled very gently. Instead of a traditional gag, there was some sort of latex-like material encircling his jaw. It seemed doubtful that he was capable of even opening his mouth, let alone speaking. He was strapped to the table with thick metal cuffs, holding his wrists above his head and keeping his body spread in an "X" shape. In addition to locking his hands and feet down, they had cuffs around his waist and neck. The most worrisome part was the IV drips in Ben's left arm. There were three in total, thin tubes that disappeared into the veins of Ben's forearm and led back to a clunky-looking machine. Rook wasn't sure what the purpose was, but given how Ben was pale and covered in a sheen of sweat that was visible even at his distance, it couldn't be good.

Diavik hummed, drawing Rook's attention back to the other person in the room. "It remains as stubborn as I've heard," he remarked in a clinical tone, so detached from the situation that it was worrisome. "Despite countless warnings not to, it continues to pretend that it has any chance of escape. Maybe it developed the urge to be as obnoxious as possible as a defense mechanism."

It was unpleasant to listen to him speak about a living person like that. Evidently, Ben agreed, his face scrunching up in displeasure as he mumbled something that wasn't discernable.

That time, his attempted remarks went ignored as Diavik turned to the workbench positioned close to Ben. Like the other ones in Murowa's personal work area, it was covered in tools and papers. He seemed to be searching for something, which was all the opening that Rook needed.

But as the Revonnahgander reached over his shoulder for his Proto-Tool, Ben suddenly leaned his head back and made eye contact with him. There was an almost comical moment where he couldn't seem to decide if he was hallucinating or not. Tentatively, after a solid minute of staring at each other, Rook lifted his hand to wave. Ben's only response was to blink, wanting to say something that he couldn't voice.

Having his attention was nice, but Rook didn't let it distract him from his goal. He grabbed the grate, gradually beginning to lift it and move it out of the way so that he could drop down for an impromptu rescue.

Rook almost fell over when Ben suddenly tensed and jerked against his bonds, shouting against the gag muffling him.

It took an enormous amount of willpower not to drop the grate. The only reason that Rook managed to hold on so tightly was that he knew that doing so would make a noise like a gunshot in such a quiet, open room.

Below, Diavik had a perplexed look on his face. There was a tool grasped in his hand that Rook didn't know the purpose of. It looked like it could be painful, but whether it was or not, Ben was very much looking at  _Rook_ when he made that command. His eyes flickered with a silent plea, exclusively for his friend, before his gaze was dragged back over to Diavik by a short, mocking laugh.

"I haven't even touched it yet," he scowled. "What a noisy specimen." Without further comment, he leaned over the examination table and clamped the device in hand over Ben's Omnitrix. It was only then that Rook noticed something unusual about the cuffs encircling his wrists — the right one was normal, but the left one had a deliberate hole in it where the Omnitrix dial could still be accessed. It didn't do Ben a whole lot of good while unable to reach his wrists.

Unconcerned with Ben's attempts to squirm and spit out curses, Diavik clamped down on something attached to the Omnitrix instead. Rook watched with interest as a little metal box was peeled off of the watch face. Finished, Diavik mockingly patted Ben on the cheek. "There. Not as bad as it likes to pretend, hm?" He smirked, pulling away to drop the tool on the table before walking away.

The whole time, Rook had been waiting for Diavik to leave so that he could drop down to help Ben. He had assumed that was why the hero had stopped him from acting sooner. To his surprise, instead of walking directly out the door, Diavik paused about five feet from the exit. He reached his hand out, touching some sort of force field. It shimmered, revealing a barely-noticeable dome that surrounded most of the room. Reacting to Diavik's touch, it flickered out of existence, allowing him to step through and out the door unhindered. Rook must have missed that while he was moving from grate to grate. He remembered Murowa mentioning a force field, but he hadn't been expecting  _that_.

Begrudgingly, Rook had to be impressed. They really  _had_ thought this through.

The only positive was that Diavik had finally left. They were alone — not counting all of the cameras, anyway. Rook waited a minute, straining to hear any sign of their enemy returning. When he heard nothing save for his heartbeat, Rook let out the breath that he had been holding and carefully started to remove the grate over the air vent again.

That time, Ben didn't try to stop him. He watched with intent, confused eyes but held himself perfectly still. When his gaze flicked to the side, Rook frowned in understanding. Right. The cameras. The whole situation had become a lot more complex than he initially thought.

He bit back a sigh, thinking for a moment. There was a chance that the cameras could pick up sound, but Rook doubted that any microphones would be positioned close to the ceiling. It wouldn't be beneficial. Even if his voice was noticed, what other choice did Rook have? His hands were tied, though not quite as literally as Ben's.

Mind made up, Rook settled himself down on his stomach over the opening. Seeing that he wasn't holding the Proto-Tool, Ben relaxed some. There were mixed emotions on his face, but Rook hadn't risked his life to break into this place to hash out emotional drama that they could handle at home.

"Ben," Rook hissed as loudly as he could get away with. The human's frown tightened, which Rook took to mean that he had been heard. "I am going to ask you a few questions. Blink once for  _no_ and twice for  _yes_. Do you understand?"

He arched an eyebrow, caught between annoyance and amusement. Had he been able to speak, Rook had no doubt that Ben would be delivering an appropriately snarky response. In a way, it felt disappointing to be greeted only by silence as Ben blinked twice.

It wasn't much, but it was a start. First and foremost… "Do you think it is possible for me to retrieve you at this time?" Rook asked. He hoped that the answer was yes.

There was a pause, Ben's brow furrowing as he thought. He glanced around, tugging on the clamp holding his left wrist, and went limp again, mentally running through his options. As much as a "no" would disappoint Rook, he wouldn't try to defy whatever decision Ben ultimately came to. He trusted his partner's strategies or, at least, that there might be something greater going on that Ben wanted to stick around for.

Another minute passed before Rook got his answer and sagged in dismay. One blink.

It left a bad taste in his mouth to know that he couldn't do anything. Rook wasn't used to feeling helpless. As much as it angered him, having gotten a glance at the way these people treated Ben, he stayed firmly put in the vents and made no move to grapple down. That wouldn't be happening at least until he could disable the force field.

"Alright," Rook mumbled to himself. It was fine. He could work around this development. To Ben, he continued his line of questioning. "Do you have any idea what they want with you?"

That answer was faster — Ben blinked once, grimacing.

The situation was a perplexing one. Not to be blunt, but Rook couldn't understand why Ben was still alive. If they wanted the Omnitrix, as it appeared they did, they would have tried killing Ben or at least removing it. Doing so would have rendered the device nonfunctional, as the finished Omnitrix responded to Ben and only Ben, but there was no way that their enemies could have known that. And if they didn't want the Omnitrix and they wanted Ben instead… why? To what benefit? They were tampering with the watch, not the human. Although, those IVs in Ben's arm made Rook visibly displeased.

Next goal, then. Kevin's distracting radio call flashed to Rook's mind. "Do you know what they're doing with the missing Petrosapiens?" He questioned.

Another easy answer and another frustrated  _no_.

There were other things that Rook wanted to ask, but all of his queries would require more than a simple yes or no. He didn't want to leave Ben but, frankly, he wasn't going to get anything done by crouching there in the vents. Besides, the hero was starting to look vexed. Rook knew that he didn't like feeling cornered and it showed on Ben's face. Had he the strength, there wasn't a doubt in Rook's mind that Ben would have torn out of his bindings and started smashing holes in the walls, consequences be damned.

Unfortunately, now that Rook knew the Petrosapien victims were on board, consequences were weighing heavy in the back of his mind. How was he supposed to get everyone out alright? He wondered, had their positions been reversed, if Ben would have had a plan. He likely would have — even if no one liked to give him the credit for it, Rook had continuously been impressed by Ben's wit and ability to think clearly under pressure.

It wasn't much of a plan, but Rook did have one idea. If the Petrosapiens were on board, he could get the rest of Arkein to back him up and launch an attack. There were too many to sneak aboard but, even if Rook didn't know how many soldiers were in the resistance group in total, he doubted that it would be enough to stand in opposition to such a massive force.

There was a burning thought in the back of Rook's mind — the start of inspiration. There wasn't a plan (yet), but it brought an unusual wave of energy to the Revonnahgander. He had much to accomplish before he wanted to leave the space station.

He went for his Proto-Tool again, drawing a muffled protest from Ben as he narrowed his eyes at Rook chastisingly. Instead of turning the tool into a weapon or grapple, the Revonnahgander switched to a rarely utilized mode. A camera.

"As evidence, I would like to take a photo," Rook explained. "Are you against this, Ben?"

Despite his noticeable hesitation, it didn't take long for the human to blink once.  _No_. Grateful, Rook smiled and limited himself to one photo. He knew that Ben hated to appear vulnerable, but other people would need to see this. At the very least, Rook could keep Ben's humiliation to a minimum. It looked like he'd had enough for one day. The other pictures that Rook took were of the room itself and the workbench set-up near Ben.

It wouldn't help Ben or the Petrosapiens get off of the satellite, but Rook did have a plan. It was stupid and reckless and had a slim chance of success in combination with a high chance of getting himself caught.

A smile came to Rook's face at the thought:  _Ben would approve._

Instead of wasting time by explaining himself, the Revonnahgander's expression softened as he put his Proto-Tool away and made eye contact with Ben again. "Will you be alright by yourself?" He asked.

That earned Rook an eye roll and Ben was quick to smirk and blink twice. It did something funny to Rook, making his chest squeeze with fondness that he'd only felt directed at his younger siblings. As sore and tired as he obviously was, Ben's eyes practically twinkled as he tilted his head to the side, as though to say, " _Come on, Rook, who do you take me for? I'm Ben Tennyson!"_

Rook chuckled. They'd only been separated for a little while but he was surprised by how much he had missed Ben. Then again, considering what their relationship had been like for the days leading up to this, it wasn't too shocking.

"Hypothetically," Rook began, "if I were to drop something onto that force field, would the result be enough of a distraction to keep Murowa and Diavik busy for five or more minutes?"

He didn't need Ben to blink to know the answer to that question — the grin that came to his face was enough. It looked difficult to grin with how tight that face-hugging gag was, but if it hurt, Ben gave no indication of it as the two friends shared a silent laugh.

Reaching down and feeling for the pockets in his armor, Rook's hand came back a moment later with a penny gripped between his thumb and forefinger. He had meant to clean out his pockets before they left on their trip, but Rook was sort of glad that he hadn't. The spare change from his last visit to Mr. Smoothy's with Ben had actually come in handy.

It felt odd to be nostalgic over a blended beverage, but Rook remembered Ben excitedly handing him a handful of crumpled dollar bills and telling him to buy as many flavors as he could in preparation for the time that they would be spending away from home. It had made Ben sick to his stomach by the tenth one but, as determined as ever, he hadn't given up until every last cup was empty. It was almost awe-inspiring, in a horrifying way. The memory brought a smile to Rook's face as he diverted his attention downward once more.

When it was all over, they would get a smoothie together again. Rook's treat.

"Ben?" He spoke more hesitantly than before, searching for the words. After a moment, he said, "Gwendolyn and Kevin are on this station as well. They arrived on Petropia not long after your kidnapping, sent by Magister Tennyson to search for us. I want to tell you that, though I cannot be of much help today, we will not be abandoning you. We will be back. Alright?"

The surprise on Ben's face quickly vanished, taking this information in stride. He stared at Rook then, in an action so quick that he could have missed it, Ben gave a jerk of his chin.

It wasn't a nod or a blink, but it was answer enough. Rook smiled, holding up the coin and preparing it to drop. There was much that he wanted to say. Another apology, in case this reunion was their last. A genuine burst of affection, even though Rook knew that Ben wouldn't have wanted to hear it. A promise, because Ben deserved one. None of it made it past his lips. They were choked back down and, trying to look confident for both of their sakes, Rook dragged the grate back into place. He slipped the coin in between the cracks and let it drop.

The reaction was immediate. Even as Rook turned to head back the way he had come, he felt the vents tremor and spark as electric pulses exploded outward from the force field below. An ear-piercing alarm began to blare. Again, he was dimly impressed by Murowa's craftsmanship. How long had this plan been in the works for it all to be so intricately designed?

As awful as Rook felt leaving Ben behind to deal with whatever questions were lobbed his way, he knew that it had to be done. If everything was going to work out alright in the long run, they needed answers. Rook only hoped that, because they clearly needed Ben alive for whatever reason, they wouldn't be hard on him. The thought was cold comfort, but it was all that Rook had to hold onto.

He made use of the hole that he had left in the vents from before to quietly lower himself back down to the floor that Murowa's research center was on. He thought for a moment that he might have overestimated Ben's personal importance to her, only to be relieved when Murowa came swinging by the grates with Diavik in tow, fumming as she raved in her native language. He didn't stop to watch them through the grates but he did quicken his pace. Rook wasn't going to waste the slim opportunity that he had.

Once he circled back around to Murowa's office, Rook took a moment to make sure that it was empty. Not another living being in sight, just as he had hoped. Carefully, he slid the grate covering out of the way and dropped to the ground below with a near-silent thud. The only question was where to start. There was a lot to sort through.

After a moment's thought, Rook naturally gravitated toward the papers written in English. Many were in the Nemuinan script but, as he remembered Tetrax mentioning that it was notoriously difficult to learn, he assumed that English was an intermediary language that they were using so that all of the different alien species on board could have some sort of middle-ground. Humans were made out to be a joke among other aliens species, but English itself was known for being a relatively simple language that was easy to learn and most alien vocal cords could handle the basic noises. Universal translators couldn't help with handwritten text, unfortunately.

The one that Rook had selected at random appeared to be blueprints for a rocket propellant. It was an interesting design but it wasn't relevant to what he needed. Rook set it back down and moved on. He found all sorts of schematics: hardware for a supercomputer, a device that drew energy from a star core, high-propulsion water jets. Most unusual was a set that was more artistic in nature, displaying different sorts of molds. Rook thought about what they could be interested in casting but came up with nothing. Finally, after a heart-pounding minute of searching, Rook found what he wanted. The blueprints for the force field.

To his luck, they were written in English. Someone else must have constructed it while Murowa focused on other projects. Rook glanced at it but didn't stop to read. Instead, he took his Proto-Tool and photographed it to be poured over later. He found something written in Nemuinan that looked like the clamp that had been stuck to Ben's Omnitrix, so Rook took a photo of that, too. At the very least, Tetrax might be able to give them some idea of what it was.

It had been two minutes. Rook doubted that he would have much longer.

He turned his attention to the large computer dominating one side of the room. For a moment, he debated trying to hack it but when he noticed that the monitor was still on, all bets went out the window. He moved over to it and was pleasantly surprised to find that the computer had been left unlocked. Murowa wasn't stupid, so either she was over-confident or Ben was so urgent that she couldn't be bothered to lock her computer before going to check on him.

Rook wasn't sure and that worried him. Not knowing his enemy could very easily come back to haunt him.

The keyboard was Nemuinan (no surprise there), so Rook unplugged it and attached the Proto-Tool instead. A holographic keyboard hovered above his fingers and he started skimming with a frown. It only deepened as he continued.

Not a lot was written in English, but what was still gave plenty of cause for alarm. There were business transactions, messages with names that Rook recognized from wanted lists, product descriptions, increased prices, expected net gain after another month… It went on and on, listing Diavik's name multiple times. That answered what his purpose in the group was, then. He functioned as a salesman. The name "Andromeda" jumped out at Rook. At first he thought that it was another accomplice but, as he read, he realized that it was much worse than that.

They were talking about the Andromeda  _galaxy_. The plan was to squeeze as much money into their pockets as they could and leave.

Subconsciously, Rook glanced at the rocket plans on the desk behind him. That explained why they needed a propulsion system so powerful, at least. He saved his findings into the Proto-Tool's limited storage space. He wondered briefly if they planned to take Ben to Andromeda when they left, but quickly shook the thought away. It didn't matter. He refused to let it get that far.

Five minutes had passed. At that point, Rook knew that he was pushing it.

Powered by a surge of desperation, he opened one of the folders that Murowa had left open. Again, it wasn't English, but he didn't have time to copy her entire desktop. He copied everything in that folder, praying that it was important, and was quick to unplug himself from the computer. Her keyboard was replaced exactly how he found it and Rook darted back to the vent shaft.

He crawled back inside and not a second after he lowered the grate back into place, the office door swung open. Rook bit his lip to hold back a gasp, lungs burning as he held his breath. He only relaxed once he tasted blood. With a grimace, he swiped his tongue along his lip and over his fangs. It hurt faintly but he didn't get to dwell on it for long.

"That  _smartass_!" Murowa shouted as she stormed back into her office. Behind her, Diavik looked amused and somewhat satisfied, licking his lips. It wasn't hard to imagine that he ate fairly well with whatever "business" he was helping them with. "I can't believe he would— the  _nerve_! I've heard of the unbridled stupidity of humans before, but he's  _insufferable_!"

Smirking, Diavik let her fume for another minute before asking, teasingly, "' _He'_?"

Murowa flushed, cheeks tinting a deep shade of blue. " _It_!" She corrected herself heatedly. "Pronouns are irrelevant to the discussion! That doesn't change that fact that—"

"That what?" Diavik interrupted. His expression grew serious, an odd emotion in his eyes that Rook couldn't place. "That you're furious for no good reason? You asked questions and it responded by spitting in your face." He chuckled at the memory but didn't seem amused. "Trying to activate the voice control on its Omnitrix was a bold move. Makes me glad that you remembered to get a gag for it before it woke up. But the point is, you're thinking too much about it. As usual. True, you may not be at liberty to treat it the way that you treat other specimens, but there is quite a lot of suffering down the line anyway. You've already said that what you're planning may be painful and result in quite a lot of physical damage, haven't you?"

A smile came to Murowa's face. It sent chills down Rook's spine. "Hypothetically," she reminded him, though she was no less pleased by the idea. "I can't predict how the Omnitrix will react, but it should trigger a very,  _very_ slow transformation sequence. Likely, it will be agonizing, especially as the device fights to complete it and the physical body is trapped in a forever limbo because of the energy being siphoned off." The grimace came back as she looked away. "Still, I do wish that I could perform my usual experiments. It would be fascinating information but I don't want to risk it."

"Smart," Diavik agreed. "I don't think that Argyle would care either way but, personally, I'm sick of hanging around this dreary planet. We don't have to keep those other prisoners if you can manage to condense it down to one."

An involuntary gasp escaped Rook's lips. He immediately slapped a hand over his mouth, moving back.

"What was that?" Came Diavik's question, now muffled.

There was the fluttering of wings. Rook felt his heart stop beating, eyes going wide. The air shimmered with a light coating of Nemuina dust as Murowa hovered just beneath the grate. Her wings were practically brushing the metal.  _It was over_.

But then Murowa muffled a yawn and drifted back down to Diavik's level. "You're probably only tired," she suggested. "I didn't hear anything."

Rook wasn't sure if he believed that or not. He clenched his jaw in frustration. She knew that he was there — she had to — but she wasn't going to say anything. Not when she so clearly though of Rook as beneath her. " _Try it,"_  he could practically hear her taunting him. " _You'll never succeed against me, anyway."_

His question from before had been answered: Murowa was overconfident.

That was a flaw but, more importantly, it was a flaw that he could exploit. So Rook said nothing as he slowly turned around and tried to retrace his path to the exit.

It hurt to leave Ben to fend for himself when Rook knew that they weren't above hurting him (and were even planning for it and excited by the prospect) but he had already established that there were few other options available to him. He would return — he had promised Ben that he would and Rook Blonko wasn't a liar.

He wasn't an idiot, either. Before he could return, he needed a plan. Rook's thoughts were swirling at the possibilities, his mind on what they had been talking about. How could Ben make up for millions of Petrosapiens? What did they need that many beings for?

He hoped that the files he'd managed to copy had the answers. If not, well… Rook was looking forward to prying the information from them himself once all three were behind bars.

 

**Notes for the Chapter:**

> I realize that this is sort of slow-moving, but…
> 
> No, there's no but. I enjoy the slow build-ups — I hope it's at least building the suspense and intrigue, for those who don't find it completely boring.
> 
> **Chapter Twenty: _To Make Matters Worse_**


	22. To Make Matters Worse

**Summary for the Chapter:**

> Rook didn't know what to do. He felt the fight leave him as he dropped back down into the chair, stunned. The Proto-Tool fell from his loose grip to clatter against his lap. _What had he done?_

Getting in touch with Kevin wasn't difficult. Rook still had the radio with him, after all. He was more worried about finding Gwendolyn. The space ship was  _enormous_ — assuming that they had divided it evenly, that still left about five miles of the ship just for her. That could take hours to search, cramped in the air vents like they were.

Instead of making the decision himself, Rook crouched somewhere tucked into a darkened dead end so that he could contact Kevin. Fishing the radio out, Rook had to fiddle with the stations before he got lucky and managed to find a frequency that the other radio was tuned into.

"Kevin?" He asked in a hushed tone. "I am returning to the ship. I— I found something." No sense in talking about something so serious over a radio. "Are you prepared to leave?"

There's a grunt of effort before Kevin answered. " _Yeah_ ," he said, out of breath. " _I'm good on my end. As good as it's gonna get, anyway. I'll fill you in on the details back at the ship. It sounds like you've got news on your front, too._ " He paused. " _Did you find Ben?_ "

"Yes," Rook said, "but I would be lying if I told you that it is all good news."

The speaker hissed as Kevin muttered a curse. The sharp crackling sound made Rook wince. " _Alright_ ," Kevin sighed once he calmed himself down. " _Look, I'll be there as soon as I can. I'm guessing that this is the sort of thing we're gonna wanna talk about_."

Rook nodded despite knowing full-well that Kevin couldn't see him. At the last second, he remembered to ask, "What are we going to do about Gwendolyn? Neither of us has a way to contact her."

There was a pause while they both thought. After a moment, Kevin was the one to propose a solution. " _Well, it's kinda counter-productive to go running around everywhere looking for her. I think our best bet would be to get back to the ship and let her come back when she's ready. Who knows? Maybe she'll find something we can use._ "

It left the same ugly taste in his mouth as abandoning Ben had but there were few other options for them. "Agreed. I will see you back there as soon as I am able," Rook stated. Without further farewells, they ended the call.

The path back to the hanger was a touch difficult to remember. One downside to using the vents to go everywhere was that the ventilation system looked the same in every direction. Rook's only method of direction came from peeking through grates at the rooms below. It was a slow-going process that had him backtracking more than once but, eventually, Rook found the ending that he had come from.

He was so eager that he almost ended up tumbling right out of it. That being said, Rook did smack his head against the grating. It rang with a metallic thud but went unnoticed by the small group of aliens walking by. In a spaceship hanger, sounds like that weren't uncommon. Rook breathed a sigh of relief, taking care to be sure that the coast was clear before gently pushing it open and lowering himself to the ground.

Luckily, the ship was right where they had left it. Rook moved quickly, slipping inside with hardly a sound. He peeked through the windows, making sure that no one had seen before he allowed himself to relax.

It looked like Kevin hadn't arrived yet, which was fine. That gave Rook the opportunity to pour over some of the files he had managed to copy from Murowa's computer. Most of them would require Tetrax's help with translating Nemuinan, but some of them had seemed to be written in English and that was the best that Rook was going to get.

He spared a few seconds to check on the Merlinisapiens that they had stolen the ship from in the first place. They were all still asleep in the small storage space where Gwendolyn put them. Good. That meant that Rook hadn't been gone for too long.

Taking his Proto-Tool into his hands, he took a seat in one of the passenger chairs and settled in to wait. Expertly, Rook flipped it into a screen. He faintly missed having his tablet, but that had gone up in the explosion that Argyle had used in an attempt to kill both him and Ben. The Proto-Tool was advanced, yes, but not every function was perfect. The screen was small and blurry. The small number of Murowa's files was difficult to read as a result.

That didn't stop Rook, though. He browsed through the file titles, waiting for something to jump out at him. There was more banking information, some sort of digital ad, and a list of unnamed contacts to name a few. They were interesting, but not what Rook was looking for. He hit the bottom of the list, frustrated by the lack of information, and scrolled back up to the top. And there, waiting for him, was a file labeled clearly with Ben's name. Rook froze. How had he managed to miss  _that_?

He debated whether or not he should read it for only a second before opening the file. Immediately upon seeing it though, Rook knew that something was wrong.

* * *

Benjamin Kirby "Ben" Tennyson was a normal ten-year-old Terran until he found the Omnitrix, a powerful watch-like device that allows him to turn into over one million different intergalactic species. By the time he was sixteen, he had become famous in not only his hometown of Bellwood but on Earth and beyond. Ben has been deputized by the Plumbers, though his officer status is somewhat unclear.

* * *

 That was where Rook stopped reading. He couldn't breathe. It was impossible to hear past his heartbeat slamming in his ears.  _No_. It had to be a coincidence. He tried to keep reading but the text was blurring so badly that he couldn't. It took a moment for Rook to realize that it was because his hands were shaking. Abruptly, he dropped the Proto-Tool, jumping to his feet.

What he had read was the first paragraph of Ben's official Plumber file. Rook had read and reread it enough times to recognize when he saw it. Frantically, he picked the screen back up and scrolled to the very bottom. There, just like he knew it would be, were the most recent additions Rook himself had made. A few days before their trip to Petropia, Rook remembered sitting down and painstakingly spending hours rewriting old information and adding what he had learned about Ben.

Those were all  _his_ words: underlined, highlighted, notes added underneath them. Phrases like, "exploitable weakness" and "watch for that," jumped out at him, each like a slap in the face.

It was Rook's fault that Ben was in his current predicament. His own work had been turned against them.

Suddenly, it all made sense. The only reason Ben was still alive and no one had tried to remove the Omnitrix was because they  _knew_ Ben was protected by it and that, even if he did die, the device wouldn't work for anyone besides him. That was how Azmuth had designed it. Only Rook knew that, had seen it in action. He had been the one to  _write it in_.

He didn't know what to do. Rook felt the fight leave him as he dropped back down into the chair, stunned. The Proto-Tool fell from his loose grip to clatter against his lap.  _What had he done?_

The door to the ship opened, startling Rook so badly that he almost fell out of his seat. He managed to steady himself at the last moment, quickly grabbing his Proto-Tool and reverting it to its default weapon position over his shoulder. Rook didn't want to hide anything from Gwendolyn or Kevin but, until he figured out how  _he_ felt about that personal revelation, he didn't feel comfortable broaching the subject with either of them.

"Glad you managed to find your way back here," Kevin remarked as he dragged himself into the ship. There was a grimace on his face and his body was covered in a sticky layer of dust. "Made a few wrong turns. Or, maybe more than a few." He groaned, falling into the pilot's seat and beginning the arduous process of wiping himself clean. "I don't get paid enough for this…"

Neither of them spoke: Rook, because he was lost in thought, and Kevin, because he was busy muttering curses as he worked on himself. It wasn't awkward by any means, but it also wasn't productive. Rook thought of his own wording being used and exploited by the enemy. Guilt pooled in his chest, heavy and cold, but beneath that was something more potent.

Anger. Insult. Determination. They were going to  _pay_. Maybe it was Rook's fault, maybe he could have prevented this, maybe he didn't deserve to be Ben's partner — but none of that meant that he was going to lay back and accept any of it.

"Kevin," he spoke, keeping his voice far calmer than he felt. "What did you learn?"

Unaware of Rook's internal conflict, Kevin didn't even spare his friend a glance. He peeled a thick coating of dust out of his hair, looking thoroughly disgusted as he dropped it to the floor. "Ugh. A lot of "what" but not a lot of "why," unfortunately. They've got easily thousands of Petrosapiens locked up in there. The ship's so damn massive, there's probably more that I just didn't happen to stumble upon." The disgust on his face was suddenly much more real. "The conditions in there… It's sick."

His thoughts went to Ben, locked down and treated like an animal, and Rook had a basic idea of what Kevin meant. He nodded. "Describe it to me. Please."

"Where to start?" Kevin sighed. He gave up on cleaning himself, slumping back into his chair with a frown. "Okay, well… there were adults and kids all crammed together. I think I saw a few babies, too. All of them were filthy and naked. I've never seen Petrosapiens that skinny, so my guess is food rations are few or nonexistent. The weirdest thing though was this…" He made a hand gesture in front of his face like gas dissipating. "There was a red haze everywhere. It filled the room. Everyone looked like they were in pain or at least pretty damn uncomfortable." Unsure, Kevin looked away. "Do you think that, maybe…?"

As cruel as those conditions sounded, Rook wasn't surprised. His expression turned severe. "Yes. I can believe that they would pump the air full of Red Sleep venom."

If Ben had been there, he would have been furious. It wasn't hard for Rook to picture his partner pacing up and down the ship, ranting and raving about how unacceptable it all was and how they had to do something about it. He might have punched something or maybe slammed on the Omnitrix and gone on an impassioned rampage. Rook considered himself lucky to have very rarely seen Ben get so furious but he would have preferred that over the deafening silence that followed Rook's confirmation.

Neither himself nor Kevin spoke. What was there to say? As upset as they both were, their hands were tied. Rook could tell that Kevin wasn't happy — he was shaking and squeezing his eyes shut in an effort to keep from smashing something. If Ben could see them, he might have snapped at Kevin and given some sort of speech. He would have had the strength and the fervor to rally them together and remind them what they were fighting for.

Rook wanted to say something, but how could he? He wasn't a leader. Their group had never had an official hierarchy, but Rook knew that Kevin felt it too — the listless way they were floundering with the center of their group having been ripped away from them. If Ben was listening, maybe he would have smacked them both upside the head for that: for thinking that their success came from him when, as he would always insist, it was a team effort. He would be wrong in that respect, of course. Rook felt out of control and lost without his partner running carelessly ahead of him, carving a path for better or for worse.

If Ben had been there… But he wasn't. Thanks to Rook, he couldn't be.

Before he could say anything to Kevin, movement outside captured his attention. The grating covering the ventilation shaft was pushed open, clattering loudly as it slammed back into place behind Gwendolyn. She hit the ground without bothering to look for anyone watching. Her sprint back to the ship was so fast that she was practically flying.

Without promoting, Kevin had already gotten to his feet. He moved to open the door for her, but Gwendolyn beat him to it. It was flung open so hard that it slammed back into the wall and rebounded, nearly smacking Gwendolyn in the face. She didn't seem to notice.

"I… found… something," she panted, looking pale and stricken.

Kevin was quick to set his hands on her shoulders, squeezing gently. "Deep breaths first," he instructed. "You're barely understandable when you wheeze like that."

So Gwendolyn nodded and took several deep breaths. As predicted, it calmed her, but only by a fraction. "Let's go," she said firmly. "I found something urgent. We need to get back to that Petrosapien base and tell them what we found." For a second, she faltered, eyes flickering between the two men. "Did either of you end up finding Ben?"

Whereas Kevin shrugged, Rook nodded. "I did," he confirmed. "He is alive and alright. Relatively speaking, at least." Before either of them could ask, Rook added, "Gwendolyn has a point. We should take this to Tetrax and Patience and inform them both so that we do not have to repeat ourselves."

To his faint surprise, Gwendolyn shook her head. "No. I want to hear about Ben  _now_. Everything else can wait." She stalked by them both, heading for the closet where they had stashed the Merlinisapiens. Without a word, she swung the door open, using a mana platform to scoop the sleeping aliens out while barely jostling them. Pushing them along in front of her, Gwendolyn stopped at the door and dumped them all on the ground abruptly. The ship's door was slammed shut and she turned to Kevin. "Get us out of here, babe. I'm sick of this place."

That wasn't a difficult request to comply with. Kevin was quick to take the controls and, barely a minute later, their ship was wheeling over to their airlock as the engines started up. Apparently, it didn't take as much to get in as it did to get out. The doors were lifted for them without anyone stopping to ask why they wanted to leave.

Their trip back to the moon was silent and tense. It didn't take long. A little while after leaving and Rook was helping Kevin set the engine to overheat while Gwendolyn waited for them inside the Rustbucket III. The original idea that Kevin had suggested was to blow apart the ship but then Rook though of Argyle. He doubted that some damage done to the ship of three mercenaries would reach that high up the food chain — it was satisfying nonetheless.

Once they were settled back in Kevin's ship and on their way though, Gwendolyn turned in her seat to focus on Rook. Some of the anger from before was gone, though she looked no less serious. "What did you find out about Ben?" She asked. Despite the undercut of fear in her voice, Rook could tell that she was desperate to know.

Briefly, he thought of his siblings in Ben's position. It didn't change Rook's already frantic feelings toward their situation, but he understood where Gwendolyn would be coming from. She had always felt like something of an older sister to Ben, even if they were cousins. Rook couldn't imagine what state he might be in if Young One had been kidnapped.

"I will show you," Rook offered. He reached for his Proto-Tool. His words had made Gwendolyn relax some. It was nice to know that he had made the right choice. On his touch screen, Rook found the picture that he had taken of Ben strapped down to that examination table. He couldn't look at it for long without growing irrationally furious so he was quick to show it to Gwendolyn instead.

She took one glance at it and made a sound like the breath had been punched out of her, inhaling sharply through clenched teeth. To Gwendolyn's credit, she didn't cry, but she did look away, hiding her face in her hands on impulse. "Oh, Ben…" she mumbled.

"What is it?" Kevin snapped. Like his girlfriend, he used harsher emotions to cover his concern.

Unlike Gwendolyn though, his façade didn't break when he was confronted by reality. He looked long and hard at Rook's picture and took a measured breath before turning back to the ship's controls.

He managed a dry smirk. "Kind of reminds me of when he got his ass captured by a Techadon Weapon Master. Inspector 13, I think. Remember that, Gwendolyn?" Kevin asked.

"Yeah," she sighed, lifting her head. Gwendolyn had to blink to clear the wetness building up behind her eyes. "Or when Vilgax had him locked on his ship and was going to cut Ben's arm off."

"Or, when the Incurseans invaded Earth and made an example of him by sending him off of the planet," Rook added in.

" _Exactly_ ," Kevin agreed with an approving nod. "I know things look pretty grim, Gwendolyn, but we've handled worse. So has Ben. He'll pull through until we can rescue him. Hell, knowing him, he might already by free and pounding some of those guys into the ground by the time we get back. That's just the kinda guy Ben is." He shot his girlfriend a grin. "So don't act like he's already dead, alright?"

There was a look of surprise on Gwendolyn's face that lasted only for a moment. She was quick to recover, returning Kevin's smile. "I know. That doesn't mean I can't worry about him, though." Thankfully, Gwendolyn seemed much calmer after that. She turned her attention back to Rook. "If you were close enough to take that photo, why didn't you rescue him? Was something stopping you?"

Rook nodded. He swiped through the other photos he took of Ben's holding cell to give Gwendolyn an idea of what he was talking about. "They had at least a dozen cameras and microphones, no doubt constantly being monitored. I had to resort to asking Ben to blink  _yes_ or  _no_ in order to hold a conversation with him at all. The restraints are likely fortified, given all the other accommodations they have made for Ben. I was unsure if I could grapple down and cut him free before any alarms sounded or guards were alerted. Additionally, and most troublesome, he is surrounded by a force field the likes of which I have never seen before. Murowa designed it herself," he explained. "I have a photo of her blueprints for it. It responds to touch and will only allow one to pass through if their DNA is part of its database, from what I briefly managed to gather. And since I could not locate its generator or an "off" switch…" Rook trailed off, shaking his head. "Ben understood. He was not angry. Actually, he was the one who told me that a rescue would be impossible."

That got a low whistle from Kevin. If he was at all shaken from the certainty in which he spoke earlier, then he didn't let it show. Instead, he kept his gaze squarely on their surroundings. "Guess they're a little more prepared than the typical cannon fodder we go up against." His eyes narrowed. "Which means that this was probably planned. I'd guess a few years if all of that stuff was set up  _specifically_ for Ben."

"And if they were that prepared," Gwendolyn continued with his train of thought, "it's probably not a stretch to assume that they've been watching him for a long time. It could even be that they're the whole reason Ben and Rook were selected for this job at all. I mean, it makes for a perfect set-up, don't you think? Cut off from immediate backup, no access to a ship, completely surrounded by the enemy…" She trailed off. The doubt had come back to her face and she didn't want to dig her hole any deeper than it already was.

It was a terrifying thought but Rook was quick to shake his head, dismissing her theory entirely. "No. They could not have orchestrated that much. Tetrax has already revealed that he was the one to request us to be sent on this mission," he told them.

He missed the ever so slight way that Gwendolyn's eyes widened. "Hang on.  _Tetrax_ asked for you guys?"

"Well, he asked for Ben," Rook amended. "Regardless, this task has always been handled in partners or groups of three and since I was his partner at the time and it was convenient for my recent promotion, it all worked out smoothly."

If either of them noticed Rook's little slip in referring to Ben as his partner in the past tense, then it went ignored. There were more important things at hand.

"And that doesn't seem at all suspicious to you?" Gwendolyn hissed, not that it kept her volume low. On the contrary — she seemed to be getting louder as she continued. "Remember what I mentioned to you earlier? About how odd it was that Tetrax could reach so many spot-on conclusions and was also in a convenient position to kidnap Ben? I was just thinking on my feet back then, trying to pin the blame, but…" She bit her lip, looking away. "What if Tetrax has really been in on it the whole time?"

For whatever reason, Rook's first impulse was to deny it. He already had out the words, "He couldn't—" when he suddenly cut himself off. Rook froze. Why was he defending Tetrax? He didn't like the man in the slightest, but it wasn't about that. There was evidence. Circumstantial, but still. It all added up. Who else was familiar with Nemuinan culture? Who else had Ben's trust? Who else would have the criminal experience to pull off such a coverup?

A scowl came to Rook's face. He understood then why he was hesitant to point his finger at Tetrax: because it was what Ben would have done. He didn't like it, but that was the truth and Rook had to accept that. Only Ben wasn't there and that was their problem, wasn't it? As ideal as his partner's beliefs were, Rook had always recognized that they could be impractical.

Funny. Just a few months ago, hadn't he been the one reminding Ben that "everyone has the right to a fair trial"? Things changed, Rook supposed.

Still, in a measured voice, he said to Gwendolyn, "That is not evidence." But he didn't deny it, either. "It is very suspicious, I admit. We might have to confront Tetrax at some point. Regardless, our priority should be to recover Ben and stop whatever their plan is."

Other than Gwendolyn's resolute nod, there was no response. Kevin said nothing, staying silent and keeping whatever opinion he had to himself. Rook knew that neither of them thought as highly about Tetrax as Ben did — the hero had been singing the man's praises since "Petropia" was mentioned as far back as a month ago now. In contrast, Gwendolyn had never seemed too comfortable around him and Kevin didn't bother keeping his disdain a secret.

Did that mean that they were being unfair in their accusations? Too hasty? Desperate? So eager to have someone to blame that they would toss it on the first person that seemed remotely untrustworthy?

Of course, that was ridiculous, but the thought hung in the back of Rook's mind anyway. He wondered if Ben would have been so paranoid but he couldn't come up with an answer.

The rest of the flight back to the planet passed in silence. Rook had wanted to talk before they reached the others, but he wondered if Gwendolyn and Kevin felt the same way that he did — that it was impossible to think straight when everything kept circling back to Ben. He barely remembered the files that he had copied and even then, it was only because he had been wondering about Ben's file again. He would have to show it to everyone eventually, yes, but he was resolved to keep his contributions unmentioned. That was his own beast to wrestle with, not theirs.

They landed without much fanfare. The Rustbucket's cloaking capabilities were incredibly useful and Rook was thankful for that. He wouldn't have had the focus to succeed if a fight broke out in the void of space.

Very near the entrance to Arkein, the three of them walked the rest of the way. Same as before, they entered through the garage that was reserved for the few vehicles that the base had with it. The guard shot them a dirty look for using a door that was supposed to be only for emergencies, but she must have seen the looks on their faces because she said nothing.

Somewhere in the back of his mind, Rook was faintly relieved to see the hallways devoid of crumpled bodies and the injured groaning in pain. The base was practically empty — the only people in the halls were those administering repairs — and Rook was less relieved to know that they were probably all piled up in the infirmary. Did the fact that he couldn't muster up much sympathy make him a bad person? Maybe. Rook wasn't able to feel much of anything.

Without saying anything, Rook had led their little gaggle exactly where he knew Patience would be: the base's only conference room. It didn't look like he was interrupting anything important when he shoved open the door without knocking first unless Patience muttering frantically to herself and staring at holographic blueprints like she was possessed was suddenly considered "important."

She must have disagreed. It took barely a second for her to register that they were there and skip immediately to yelling. "What do you think you're doing?" She snapped at Rook. "I thought that I made my position last time clear! I do  _not_ have time for your buddy-buddy rescue mission! Get out of this room now, or so help me—"

Kevin chuckled. The sight of his smirk must have caught her off guard because Patience stopped talking. Instead of shouting him down, she looked greatly insulted. Rook didn't smile, but he couldn't pretend that he didn't find it funny.

"And here I was thinking that you wanted whatever information on those missing Petrosapiens that you could get your hands on," Kevin drawled lazily, fiddling with the hem of his shirt as though bored. In reality, the corner of his mouth was turned up just the slightest millimeter. "Ah, well. Can't say we didn't try. Guess those guys are gonna have to hope that three teenagers can save all of them safely."

Had the silence continued, Kevin might have shrugged and turned to leave. That wasn't necessary. The only reason that Patience didn't strangle him for information then and there was probably the distance between them and the fact that all three of them were armed and could very easily be "persuaded" to become hostile.

"You saw them?" Despite her tone, it clearly wasn't a question. Her right eye twitched but Patience somehow managed to keep herself under control. "Tell me everything. If you're telling the truth…" She didn't finish, not that it mattered.

Gwendolyn glanced at her boyfriend and, suddenly, that same smirk was mirrored on her face. She folded her arms over her chest, attempting a glare that was lost behind her amusement. "Why should we tell you? I'm sure that the three of us could handle it ourselves. Argyle and Murowa, too," she added.

That was when Rook finally caught on. He was quick to nod. "We have handled much more difficult challenges. It is really safer for you to sit this out," he agreed. "We can rescue Ben, safely recover the Petrosapiens, and take down Argyle all on our own."

During his recap during their plane flight the first time, Rook had mentioned Patience's fixation on Argyle was some frustration. He had never considered weaponizing it against her, though. Kevin was certainly cruel enough to have reached that decision fairly easily, though when Rook thought of what she had forced upon himself and Ben, he couldn't exactly feel bad about it.

Nothing was said for a moment as opposing sides stared each other down. Patience glared, unwavering. When Gwendolyn shrugged and turned, she caved. "Fine," the Petrosapien spat out unwittingly. "If you have the information that you say you do, I would have to be a fool to overlook it. Shut the door and take a seat. We'll talk terms after everything has been laid out." She pointed to the table in front of her. The set up wasn't ideal, but after a pause, the three offworlders complied. What else could they do?

Rook decided to start at the beginning, trying to be as diplomatic as possible. "After you left the surveillance room, the three of us and Tetrax decided to see if we could find any hint of where the enemy was keeping Ben. We deduced that it had to be off-world and started a search around the immediate solar system, This led to the discovery of an undocumented satellite orbiting one of Petropia's moons," he explained. "To cover the most ground, the three of us split up and searched for Ben and anything else that could be valuable information."

From Rook's left, sitting a seat over and next to Gwendolyn, Kevin spoke up. "I found those Petrosapiens you're so keen on," he drawled, trying to sound uninterested. There was distaste in his voice, yes, but that was mostly directed toward Patience. It was obvious to anyone who knew what to look for that he was still shaken and worried, if only marginally. "Rook told us that there are millions missing but I didn't see anywhere near that much. Not that I stopped to count or anything, but…" He sighed and slumped back in his chair. "Look, it was pretty bad. They were in pretty bad states and being treated worse than animals. I don't know what they were taken for, but if we're gonna think about what the goal for Argyle is, I can at least figure out this much: whatever it is, these Petrosapiens aren't supposed to be kept long-term. If we don't act fast…" Kevin trailed off. He didn't finish, but he didn't have to.

Despite the clear want that Patience had to hear more, she made the correct decision to not push him. The subject was quickly changed.

"I can also confirm that, other than Argyle and Murowa, at least one other individual is in on this," Rook added in when it was clear that Kevin needed a moment to himself. "His name is Diavik, a Pugnavore. I have not seen much of him, but he is as…  _devoted_ to whatever it is they are doing as Argyle and Murowa are." He grimaced faintly. "I also found Ben. He has not been in their custody long, so he is not harmed so much as he is shaken, but I do not know how long that will last. Murowa made very clear her desire to "experiment" with him, though she ultimately decided that it would be too much of a risk. Their desire is the Omnitrix." He added that last part mostly for Gwendolyn's benefit — Rook hadn't mentioned anything about experiments during their brief talk on the Rustbucket and she had gone rigid upon hearing the word.

Patience raised an eyebrow at his final statement. Clearly she, like anyone else, couldn't fathom why Ben might have been the focus over the Omnitrix itself. Something about that upset Rook, despite the fact that he knew it was a perfectly logical conclusion to reach. Still, he was thankful when Patience decided not to mention it. "I see," she said slowly, thinking hard. Then, "Why would they not kill Ben, though? Or attempt to cut it off?"

He didn't know why, but Rook's thoughts suddenly went to the picture of Ben that he had taken. It made him uncomfortable to see his partner and friend — the Hero of the Universe — strapped down and helpless like he was. Ben hadn't looked scared though, only unsure. It felt like an insult to him to be sitting there, discussing the Omnitrix, while Ben was being subjected to who knows what.

Then again, Rook wasn't exactly surprised. That was why he hadn't described Ben's situation to Patience or offered to show her the picture: he knew that she wouldn't care.

It took Rook a moment to respond. He wasn't going to lie. That would get them nowhere, even if he doubted that he could ever fully trust Patience. "Argyle is a high-ranking Plumber," he said finally. "You admitted to having access to Ben's file yourself, once." And that memory still had his fingers twitching for the Proto-Tool so Rook chose not to linger on it. "They have a copy of it on hand, which I found when I had the opportunity to glance through Murowa's personal computer. They had his strengths and weaknesses cataloged. Which means that they also knew that… not only does the Omnitrix work only for Ben, but it also prevents him from dying."

Could Ben be hurt? Yes. Rook knew that perfectly well from past experiences. But at least when the situation was dire, the Omnitrix would defend Ben's life passionately. He remembered being fascinated by that revelation and eagerly penning it down on paper to add to Ben's file at some point in the future. Looking back, the memory was consumed only by guilt.

Thankfully, no one questioned  _how_ that information had been on Ben's file to begin with. After the incident at the beginning of the universe where Rook first discovered the Omnitrix's life-saving failsafe he had told Gwendolyn about it. He assumed that, based on the unsurprised look on Kevin's face, she had told her boyfriend. For her part, Patience looked a bit mystified.

"Really?" She hummed, genuinely interested. Rook pictured her using Ben as a human shield and his frown tightened. If her thoughts were going down that path though, then she was smart enough not to bring it up. "All of this raises more questions than answers. Did you find anything else on her computer while you had access, Rook? We can't stop them if we don't know what they're planning," she pointed out.

As much as Rook would have liked to keep the recovered files to himself, he eventually had to nod. After all, if it had anything to do with the missing Petrosapiens, then everyone deserved to know. Besides; he still needed Tetrax to translate Nemuian for him.

"I did find other information," Rook admitted. He took his Proto-Tool off of its perch on his shoulder, folding it until he had a small screen in his hands. It wasn't hard to pull up his files and he quickly turned the display around so that Patience could step closer to take a look. "A lot of it is in Nemuian so I believe that we will need Tetrax to translate most of it. The rest of it is English. I believe that it is some sort of middle-ground language so that none of them have to fight over whose language the others must learn." He shook his head. "But that is not important. I did not get the chance to look at most of these files very closely but the ones in English appear to be business ledgers of some sort. They are selling something," he elaborated, "and making an impressive sum of money by doing it, but I cannot tell what it is."

Though she was interested in the files, Patience glanced at them once and was quickly focused on her thoughts again. "Interesting," she mused. "A business? Maybe it has something to do with what they need Petrosapiens for…" Personally, Rook didn't see how that could work, but he nodded anyway and said nothing until she came back to reality. "We'll have to look through those files thoroughly," she told him. "Those, along with anything else you found, will need to be studied. At this rate, I might have to get teams of my men and split them on each different goal." She sighed wearily but, exhausted though she may be, turned to Gwendolyn. "You haven't spoken much," Patience pointed out. "Did you not learn anything?"

The answer wasn't immediate — surprising, since Rook vividly remembered how anxious Gwendolyn had been to explain her discovery before insisting that it was best they waited to return before talking about it. Still, Rook couldn't blame her for being skeptical of Patience. She spared a glance at the boys but all they could offer were confused looks and shrugs. Rook managed a coaxing smile and that seemed to be enough.

"I found what I believe to be Murowa's head of security," she said slowly. "I was in the vents, listening to a discussion that… he… she…?" Gwendolyn made a face.

Despite the situation, Rook had to chuckle. Nemuinas were almost indistinguishable from each other regardless of sex. After a moment, Kevin nudged her and muttered something like, "Just get on with it," so Gwendolyn sighed and moved on.

"Anyway, the Nemuina was talking to Argyle. I missed most of it, but I gathered enough to tell that it was about some invention that Murowa was working on that wasn't being finished fast enough, according to Argyle," she said with distaste. "I didn't think it was important at first. I started to move on but then the Nemuinan mentioned the Omnitrix and…" She looked down at her hands clenched in her lap. It was startling for Rook to notice that they were shaking. "They're going to use it to destroy Petropia."

She had barely finished when Patience suddenly closed the distance between them. Her hands slammed into the table across from Gwendolyn, hard enough that the desk cracked. " _What_?" She shouted.

There was silence while the Petrosapien took several deep breaths, not that it seemed to be helping her calm down at all. Rook was still trying too process what he'd been told, too surprised to be worried. He knew that it sounded bad, though. He doubted that the planet could resurrect itself a second time.

Somehow, Gwendolyn managed to calm herself. Her annoyance with Patience seemed to help out and she waited a moment before explaining. "Look, the Omnitrix is incredibly powerful," she started. "There's a lot of energy in that device for Ben to be able to do what he does as well as he does it. It has a self-destruct mode. In a short amount of time, that build-up of energy could destroy the watch and its user. But if you let it build for a few days, well…" She made a gesture with her hands that was probably meant to mimic an explosion. The effect was lost on Patience and Rook both. "It can tear apart the universe. If they could weaponize it somehow, it isn't much of a stretch to assume that they could direct that energy at a planet and successfully destroy it."

Under her breath, Rook could have sworn that he heard her add, "But how they found out about that, I have no idea…" He tensed but didn't speak up. That was something else that he had known about. Magister Tennyson knew about the self-destruct function in the Omnitrix, obviously, and had told Rook as a forewarning as well as told the higher-ups in the Plumbers. It was supposed to be classified. Rook couldn't have felt like a bigger idiot if he tried.

Whether Patience heard Gwendolyn's muttering or not, she was quick to brush it off. "So, you think they're actually doing it? You heard Argyle specifically mention using the Omnitrix to destroy Petropia?"

Snapped out of her thoughts, the Anodite nodded. "Yeah," Gwendolyn confirmed with a hum. Her face was tight with worry. "He said that they would do it after they've finished with whatever it is they're doing here… not that I would know. I didn't exactly get the luxury of sitting through a well-detailed monologue," she snorted.

It sounded like something that Ben would say. That fact that someone else had to make the jokes left everything painfully unfunny.

"Did you at least get some sort of timeframe?" Patience asked. "It's good that they have unfinished business. That means that we have some time left to do something about this and put a stop to it. Any extra information you can give me would be extremely helpful."

At that, Gwendolyn looked a little faint. "They said that they were still waiting for Murowa to finish designing the… the device that was supposed to focus the Omnitrix's energy. I don't know how long that's going to take."

Rook thought back to the blueprints for the same device that he had seen on Murowa's desk and the prototype that had been clamped to Ben's wrist. Had he not been covered in fur, he would have looked pale. "Not long," he murmured, but it was so quiet in the room that he knew he had been heard. No one stopped to question him.

"Right," Patience said with a brisk nod. "The three of you: go shower, eat, take a nap. Whatever mammals have to do to feel at the top of their game, do it. I'm going to assemble a team and get everyone in here so that we can start productively formulating what to do." She didn't wait for their confirmation. She walked over to the holographic projector in the middle of the conference room and held her hand out. "Rook," came her address, though she didn't turn to look at him, "give me a copy of those files you have." When he didn't immediately obey, she arched an eyebrow. "We don't have time for this. You know that."

And Rook did, so he was quick to download his files onto a small USB-like port that he tossed to Patience. His cooperation was for Ben and only him. Patience must have understood that because she smirked, inclining her head as though mocking him for thinking that he could ever refuse. Rook clenched his jaw but didn't say anything.

They didn't get an official dismissal. The way that Patience promptly ignored them said enough. Kevin was the first to stand and the other two weren't far behind, all of them thankful to leave the room. The door was shut behind them with a soft thud.

"That could have gone worse," Gwendolyn remarked, trying to smile. Regardless, she didn't sound too happy about it.

Kevin rolled his eyes. "Really? How?" He asked dryly.

"At least we have some support now." Her smile slipped and Gwendolyn folded her arms over her chest, letting out a deep, exasperated sigh that betrayed the worry underneath. "I just hope that it's enough. Obviously, saving the planet should be our priority, but how are we going to manage when we don't know what they're after or how we can get Ben out of this?"

"We will manage," Rook said with confidence. He looked around before speaking again, making sure that they were the only ones in the hallway. Even then, he was careful to drop his voice to a near-whisper. "Patience will have to bring Tetrax in the decipher those files. If he truly has betrayed us, we will need to do something about the access he has to our plans. If the enemy knows what we are going to do, we will never succeed."

"Not to mention, if Tetrax is the only guy who can read Nemuinan, there's nothing saying that he's going to be honest with us," Kevin added in.

Gwendolyn nodded her agreement, turning toward Rook. "We still don't know if it's Tetrax, though. We'll have to be careful around basically everyone until we're sure. Rook, you've been here the longest. Is there anyone else that could have betrayed Ben?"

Almost immediately, Rook's thoughts went to Conway. They had never liked each other — it was obvious to anyone who watched them interact for longer than five seconds. It didn't quite add up, though. They had seemed to be getting along better up until the Plumber raid that led to Ben's disappearance. That was mostly due to Ben cutting ties with Rook and Tetrax and needing someone else to hang around so that he didn't have to admit to being lonely, but still. Ben had an impressive ability to make almost anyone so exasperated and annoyed that they begrudgingly began to like him. Not to mention, Rook had no idea when or how or why Conway could have gotten in contact with Murowa. But then he thought of how Sybil mentioned that Conway would know where Ben was and Rook scowled.

"There is a small chance that another Petrosapien at this base could have had a hand in it. You both met him earlier. His name is Conway," Rook said.

"Well, if there's anyone's ass I wouldn't mind kickin' right now, it's definitely that guy's," Kevin said with a snort. "What's his angle? Most people don't do things like that unless they get something out of it, especially if it's someone willing to risk their life in a rebellion group."

There was a sigh from Gwendolyn as she shook her head. "Who can say? We should keep an eye on them both for now, along with anyone else who starts acting weird. And be subtle," she stressed, directing her statement at Kevin with a pointed glare. "Don't let them know that we're onto them, alright? It might result in Argyle accelerating or changing his plans."

Rook glanced unhappily at the shut conference room door. As much as he wanted to be already on the way to rescue Ben, he had to reluctantly admit that his hands were tied. He wasn't going to get anywhere without a bigger team so he had to — no matter how unhappily — respect the choices that Patience wanted to make.

"Agreed," he said at the same time that Kevin nodded. "While we are waiting for something further to do though, would you like me to show you both to the showers?" He asked. They could sleep in his assigned room. The beds were singles, but big enough for two. If they didn't want to sleep together, well, it wasn't as though the peranite slabs felt any different from the ground.

" _Please do_ ," Gwendolyn groaned with a relieved smile. "After that though, I'm coming right back here. I won't let Patience make any decisions without one of us there — I get the feeling that she might "accidentally" forget that Ben is a priority, too."

He didn't say it aloud, but Rook felt a rush of relief and fondness for the two humans in front of him. Truthfully, he was so glad to have them there. He could only imagine how difficult the whole thing would have been without their support and help. For the moment, at least, Rook ignored the gnawing worry in his gut and showed his friends somewhere to rest.

They wouldn't have the luxury for it later.

**Notes for the Chapter:**

> Gwen, Kevin, and Rook would kill for Ben and you cannot change my mind.
> 
> **Chapter Twenty-One: _Eye to Eye_**


	23. Eye to Eye

**Summary for the Chapter:**

> When it clicked, a grin spread over Kevin's face and he let out a low whistle. "Damn. If you're thinking what I think you are, then you've got balls. Or you're an idiot. Either way, I think Ben's finally rubbing off on you."
> 
> Taking it for the compliment that it was, Rook smiled.

It took approximately seven minutes for Gwendolyn and Kevin to both quickly shower (separately, of course) and throw on the same clothes that they were wearing before. As much as they would have liked to be in something fresh, all of their clothes had been left on the Rustbucket and Gwendolyn adamantly declined to waste any time that could be spent planning on something superfluous like personal comfort. She assured Rook that they would be fine until morning.

Rook could abide by that, but he refused to take Gwendolyn and Kevin back to the conference room until they ate something from the kitchen. The end result was canned peaches and an overcooked slab of beef as their dinner, not that any of them were hungry.

In the time that they were gone (no longer than ten minutes) Patience had been  _busy_. Teams of Petrosapiens were assembled, each tasked with a specific task pertaining to the upcoming mission. There was a group for studying Ben's containment situation and possible breakout methods, another discussing pouring over blueprints for the clamp on the Omnitrix to find out its purpose, and still another taking Tetrax's translated files and fitting the tiny clues into the bigger picture that they were slowly forming.

As soon as the three off-worlders entered the cramped room, Patience directed them to Tetrax without sparing more than a glance in their direction. He was working mostly by himself, save a mousy-looking female Petrosapien who scribbled down his translations and handed the finished products off to whichever group most benefited from that information.

Tetrax didn't look up when the three of them approached, sidestepping groups of people working furiously, and sat in a semi-circle around him. A brief scan of the room showed that Conway was not present. Did that make him more or less suspicious?

"We haven't learned much about Ben's situation, not even what they want the Omnitrix for," Tetrax told them without needing to be asked. "A lot of these files that Rook managed to grab are finances. Some of them are miscellaneous. I know that there's a copy of Ben's Plumber file, which is logical, but there's nothing else about him. I also found an old shopping list." He snorted. "Murowa is a terrible organizer." Considering what Rook had seen of her work area, he didn't find that difficult to believe.

Interested, Gwendolyn leaned forward. She still had Ben's jacket tied around her waist. Rook doubted that she would be taking it off until they found her cousin, not that he could fault her for that. "Their finances?" She prompted. "So, have you found out what they've been selling yet? Why would they need Petrosapiens for that?"

Before she finished, Tetrax was already shaking his head. "I have no idea," he replied earnestly. "According to the reports in Nemuinan, they're selling... taydenite."

A pause.

"...You're telling me that these "geniuses" are selling  _literal_ money?" Kevin asked, one eyebrow arched so far that it practically disappeared into his hairline. He shook his head " _Wow_. All they're doing is printing money. Why would they need to sell it? Who could afford that, anyway?"

"More importantly," Gwendolyn cut in, "it doesn't make any sense. How are they  _getting_  taydenite? The biggest producer of it in the galaxy is Volcanus and we destroyed a good chunk of his supply over a year ago." She bit her lip. "I mean, I thought that it might have a lasting effect on the intergalactic economy but… Where are they getting taydenite from? If those numbers are as big as I think they are, then the market has to be oversaturated by now."

Instead of answering her, Tetrax turned his attention back to the holographic display of Murowa's files in front of him. He said nothing for a moment, trying to gather his thoughts. "Well, they aren't selling pure taydenite. Not exactly." He frowned. "They've somehow perfected a way to mold it. That's what they're selling — jewelry, weapons, even entire ships made of it. And they're not oversaturating the market, either. It seems that however they're getting it isn't very efficient. The demand is much higher than the supply, which must be how they get away with charging so much for their product."

Rook raised an eyebrow. "How much money are they making, exactly?"

He knew it was bad when Tetrax shook his head. "I do not know the term for a number that big in your language."

A part of Rook latched onto what Tetrax said — "the three of them." Did that mean that Patience told everyone what she had been told, including the mention of Diavik as a third member, or was that a slip-up? A subconscious hint that Tetrax already knew who they were working against because he was working  _with_  them? Was Rook overthinking it? Desperately trying to find blame where there was none? He wasn't used to doubting himself and he didn't want to get used to it, either. He tried to think like Ben, but he felt so overwhelmed with everything. Would his partner really know what to do any better than Rook did? He wished that he knew.

No one in their group felt like speaking. They were quiet, digesting all that they had been told while Tetrax continued his work. He finished translating the file that he was currently on (something about tax complications, due to the three main members being from different planets and how to best exploit that) and let the female scribe scamper off to tell Patience while he moved on to the next.

"Why don't we try looking at blueprints?" Tetrax suggested. He opened a photo that Rook had taken of Murowa's work. It was for the blueprint that had been written in Nemuinan: the one that outlined the details of the clamp on Ben's wrist. Immediately, Rook sat up a little straighter and he felt Gwendolyn and Kevin tense up too.

"Is it really for what I think it is?" The Anodite asked, barely concealing the fear in her voice as she looked at the image being displayed. Rook couldn't tell if she was afraid for Ben or the innocent people of Petropia. He didn't ask; too afraid of what her answer might be.

"It is," confirmed Tetrax unhappily. "I haven't gotten to look at it for very long, but I skimmed over it while you three were gone. As far as I can tell, there's nothing keeping this device from working perfectly as intended.

"I know that I'm not an engineer and I never worked on the Omnitrix, but I did get quite familiar with its self-destruct feature a few years ago." He smiled faintly at the memory of an adventure that Rook had heard dozens of times, but that was his only enjoyment. His expression was soon serious once again. "This device utilizes a feature that's already built into the device. The self-destruct feature works by redirecting the strong energy pulses that the Omnitrix lets out back into itself, building power. All this device does is trigger that function and release the energy in concentrated bursts. I'm assuming that it has some sort of companion piece that's built into whatever station these people are using — that would be the actual laser. As it is just on these blueprints, it would do little more than give Ben a controllable bomb attached to his wrist."

"But there's nothing to worry about, right?" Kevin asked. Seeing the odd looks that he was getting from the other members of his group, he hurried to explain. "I mean, Ben needs a voice command for self-destruct mode, right? That's how he used it last time. And these guys wouldn't know the voice command so it's a moot point anyway."

The only positive that Rook could think of was that, at the very least, he hadn't put any of Ben's voice commands for the Omnitrix into his file. He steadfastly ignored the little voice that said he would have, if Rook had known them.

Gwendolyn shifted, folding her arms over her chest and staring at the ground, the way that she often did when she was deep in thought. "Not necessarily. When we were ten, Ben accidentally set it off. You know the story, Kevin. He didn't need a voice command for it then," she pointed out.

"Agreed." Tetrax nodded, studying the blueprints again. "As far as I can tell, this device is fully functional. The only thing that could be holding Murowa back is that she must still be working on calibrating it correctly. The Omnitrix produces extremely powerful energy. It's not harmful when it's constantly being radiated, but if she makes a mistake while trying to force a self-destruct build-up, it could end up blowing the Omnitrix apart and, likely, a good portion of Ben's arm with it. Or even take out her entire base, depending on when she figures out that something's wrong. And," he continued before Gwendolyn could cut in, "she likely needs to hack around the Omnitrix's firewalls. It will be easier for her if she can flick a switch and initiate self-destruct whenever she wants to. The kind of destruction that she could wield with that…" His hands clenched into shaking fists. "It doesn't matter. They aren't going to harm this planet. I won't stand by that a second time."

After his statement, there was quiet, which Rook was grateful for. He closed his eyes. They had learned so much in such a short amount of time and he wanted to lay it all out neatly. It helped him think.

So, what did he know for certain? Diavik, Morowa, and Argyle were working together in some sort of business that made its profit out of molding taydenite. It shouldn't have been remotely possible for them to have so much so readily, but he could figure out the semantics later. It lined up with the molds that he had seen on Murowa's work desk. They all seemed to fill a certain role — Argyle headed their operation, collecting "product" and keeping suspicion off of them while simultaneously accessing insider information, Murowa was the scientist and engineer, and Diavik likely handled their public image and any financial exchanges.

Kidnapping was a big part of their plans. First the millions of Petrosapiens, then Ben. Rook didn't know what the point of kidnapping Petrosapiens was, but he more or less understood why they wanted Ben. With him under lock and key, the threat of the Omnitrix-user hunting them down was minimized and they had the power to destroy worlds at their fingertips. But then, why would they  _want_ to? What was the point in destroying Petropia if they needed Petrosapiens for something? And why use Ben to do it when, with the money they apparently had, they could have paid for a doomsday weapon that  _wouldn't_  risk their entire operation?

Clearly, Rook was missing something important. He was starting to grow frustrated. It felt like he would never get any answers. Even more upsetting was the realization that he would pass up answers if it meant getting Ben back safely. Why did he feel that way? He touched his Proto-Tool absently as he thought. Was it because of his guilt over partially getting Ben kidnapped in the first place? Could a rescue take the place of an apology? Did he feel responsible for all the awful information coming to light?

And if he really was willing to sacrifice answers for Ben, did that mean that Rook was willing to kill?

Before he could reach a conclusion, Kevin suddenly cleared his throat and straightened, getting the attention of everyone in their small group. "I was just thinking…" he drawled, "how long do you guys think this's been in the works? I mean, it seems like they've got the whole satellite all decked out for it, but they can't've been here long, otherwise the Plumbers would have kicked up a fuss. Even if Argyle is heading them, not everyone's going to take kindly to an unidentified satellite just hanging around in restricted space,  _especially_ if they've got dozens of ships coming and going at any given time." He shook his head. "It doesn't make any sense."

Leaning against her boyfriend, Gwendolyn snorted. "That, or Argyle's spinning them one hell of a lie," she remarked dryly.

Something clicked. Rook stiffened, then lurched forward onto his knees and grabbed Kevin by the shoulders. He was grinning like a mad man. "Kevin! You are a  _genius_!"

Both of his friends gave him an odd look. "I am?" Kevin asked, at the same time that Gwendolyn said, "He  _is_?"

There was no time to waste, just sitting around and talking about it. Rook fumbled to his feet, gesturing for Gwendolyn and Kevin to follow. They did, albeit with mirrored looks of confusion.

"Wait! Where are you going?" Tetrax called after them, bewildered.

In a few long strides, Rook had crossed the room and was already at the door. He had an idea and it was either the best one he'd ever had or the dumbest. It felt like something that Ben would have been proud of. Before, he wasn't sure if that would be a good thing or not, but in lieu of the bizarre gap that Ben's disappearance had left in his thoughts and identity, Rook took it as a positive sign. The universe needed more people like Ben, anyway. Rook might as well learn to be one of them.

Over his shoulder, Rook shouted back to him, "If I succeed, you will know soon enough!" It wasn't exactly an answer but, just before shutting the door to the conference room behind them, he could have sworn that he saw Tetrax smirk.

In the quiet hallway, so far removed from the buzz of plans, Rook turned to his unamused friends. Gwendolyn was the first to speak. "I agree with Tetrax's train of thought. What  _is_ this amazing plan of yours, Rook?"

It wasn't the right place to talk about the details. He didn't turn his head, but Rook glanced in the direction of the camera that he knew was there. Putting himself on monitor duty had been good for one thing after all: he knew that they picked up sound.

"Our plan is coming along well, but it is not enough. If we are going to attack a station that large, we need a much bigger force of people," Rook explained. "People with plentiful resources and experiences with taking orders, preferably."

That was all that he dared to say, but it didn't matter. Kevin understood first. When it clicked, a grin spread over his face and he let out a low whistle. "Damn. If you're thinking what I think you are, then you've got balls. Or you're an idiot. Either way, I think Ben's finally rubbing off on you."

Taking it for the compliment that it was, Rook smiled.

Frowning, Gwendolyn looked between the two of them with her brows knotted in confusion. "What? What are you two talking about? It wouldn't kill you to explain."

Rook nodded. "I will. First, we must go. Night will be falling soon, which works in our favor, but it is something of a long walk and it is a bad idea to be outside at night on Petropia. The planet is not considered inhospitable just for its barren surface," he warned.

They could have taken the Rustbucket, but Rook had the feeling that, even in low light, an off-world ship painted bright green wouldn't exactly help with stealth. And they definitely didn't want to attract attention to themselves.

This time, when the three of them got to the garage, the lookout operating the exit stopped them. "You don't want to go out there," she tried to protest. Her face was soft and tight with concern, her hands clenching out of the desire to hold something. She couldn't have been much older than Ben. "It's dangerous at night. The sun will be below the horizon in a short while."

When Kevin stepped forward to threaten her, she flinched away, and that was what made Rook step in front of his friend and turn to the girl himself. "We will be fine," he said in the most gentle voice he could muster. "You do not need to worry. Petropia is not the only thing here that is dangerous."

There was no response to that, but the girl took in the three of them as though contemplating every decision she'd ever made. Then she nodded once and let them leave.

From there, Rook had to do some thinking to figure out where his destination was. He knew that it wasn't far, but with craggy mountains and sharp hills boxing them in, it was difficult to tell which direction was which. All he knew was that the Petropian sun always set in the North. Not that Petropia could be navigated using cardinal points, but it gave Rook some piece of mind. Balancing precariously on the tip of a jagged peak, Månsken — Petropia's larger moon — shone proudly. Around it, Rook knew that a larger-than-life satellite was orbiting.

He hoped that Ben was alright.

"Alright," Rook spoke, partly to catch the attention of his companions and partly to cement his thoughts. "We will have to climb this mountain to get an aerial view. I am not entirely certain where the Plumber base is from here."

Had it been possible, Kevin's grin would have widened. Rook almost laughed at the look on Gwendolyn's face when his words sunk in. "The  _Plumber_ base?" She snapped, incredulous. Her expression fought between anger and shock for a few moments before settling on fury. Somewhere, in the back of her eyes, something sparked bright pink. At least her hands weren't glowing. "Are you  _insane_? They probably have orders to shoot on sight! You better not be  _seriously_ considering asking them for help. We'll be stabbed in the back faster than we can even turn around!"

That was about the reaction that Rook expected. Watching quietly, Kevin bit the inside of his cheek to keep from laughing. Rook shot him a look but kept his focus on Gwendolyn. "I know that it sounds ridiculous." He held his hands up in surrender. "In any other situation, I would agree with you, Gwendolyn. But think of it. Magister Argyle must be lying to them frequently to keep up his front. Do you not think that his soldiers are growing curious? Upset? Indignant? First and foremost, people join law enforcement to protect and serve. Once we explain the truth, I feel that they will be all too glad to switch alliances."

To his pleasant surprise, Gwendolyn actually calmed down. She took a deep breath, relaxed, and gave Rook a contemplative look. "...you have a point," she admitted. "How do you plan to get them to listen, though? People aren't very open to constructive conversation when they're busy trying to shoot us."

"Good point, which is why we are not using the Rustbucket to reach the base. We are going to slip inside and speak to someone that I know. If we do this correctly, it should not be a risk," he explained.

Gwendolyn put her hands on her hips, frowning thoughtfully as she stared hard at Rook. He could almost see her mind whirring, weighing the pros and cons and any other potential options at their disposal.

He had done the same thing, but Rook was certain that he needed to do this. No matter how many soldiers Patience had (she alleged that their current base was a small one only meant for surveillance of the Plumbers, but Rook found that claim highly suspect) it didn't change the fact that the satellite was in space. They needed ships if they were going to mount an attack and the Plumber base was the only place on Petropia to get one. As much room as the Rustbucket had, Rook wasn't foolhardy enough to believe that they could fit an entire army on board. Their hands were tied.

Not for the first time, Rook thought about contacting the Plumbers. With the radio on the Rustbucket, they could manage it. He had enough proof to indict Murowa, at least, but Rook already knew that it wouldn't be enough for him. If he couldn't prove that Argyle was involved, it would be all too easy for him to find out about the pending arrest and the three of them would be gone long before backup arrived. And they would take Ben with them, as well as the Petrosapiens. Rook couldn't abide by that — he wouldn't be able to rest until he locked the energy cuffs around their wrists himself.

Gazing at Gwendolyn, Rook tried to look confident. He knew that she had reached the same conclusions as he had but, given their situation, he could hardly fault her for not being logical. "Please," Rook said quietly. "For Ben."

She grimaced, as though the name left a bad taste in her mouth. Using emotional queues to get the reaction that he wanted from her left Rook feeling uncomfortable, but it did work. Unhappily, Gwendolyn nodded. "You're right," she sighed. "I guess that we don't really have an option, do we? This  _sucks_." She turned to the mountain behind them and raised her hands. They lit up with mana spheres, glowing brighter as she curled her fingers into fists. A smirk tugged at her lips. "Up, right? I think I can manage that." A solid platform appeared beneath their feet, raising steadily into the air with the three offworlders balancing unsteadily on it. They were angled toward the mountain top, slowly but surely making their way to the peak.

Kevin was surprised for a moment before he grinned. "That's my girl," he commented affectionately. His girlfriend flushed but said nothing, focusing on her task.

As they rose, the air grew colder and the sun rose higher in the sky. Rook noticed that it was closer to the horizon than he thought — from the ground, the mountain in front of it had seemed so much larger. It was starting to get dark and stars twinkled dimly against the pink-ish sky. None of the constellations were familiar.

Toward the top, Rook found a ledge to safely jump onto. Gwendolyn and Kevin followed, the three of them looking around to take stock of their surroundings. The view was certainly... sparkly. Rook had to squint against the glare from a nearby mountain. Taking it in all at once, looking at so much peranite was hard on the eyes. At least the sun was going down. As it sunk inch by inch over the rugged horizon, Rook's eyes gradually adjusted and the gleam of his surroundings lessened.

"There." He pointed into the distance, where the mountains fell away to flat plains. The top of the Plumber base was lit up, the impressive structure smaller than his pinkie with how far they were. He turned to Gwendolyn and Kevin. "How are you both with long-term endurance?"

Before Kevin could reply, Gwendolyn beat him to it. By way of answer, she held up her wrist, where the Bezel Charm of Telekinesis shone magnificently. "I've been practicing with it. I think that I can get all three of us to fly, if you're both willing to try." She held out both of her hands. "The only catch is that you have to be touching me. I'm not sure if this Charm can project its abilities, but if it can, I haven't figured out how to yet. If you let go, you'll fall."

That wasn't exactly reassuring. Rook's face must have betrayed his uncertainty because Kevin patted him on the shoulder consolingly. "She's practiced with me," he supplied. "It's not as bad as you're probably imagining it, dude. Just keep a good grip and don't look down."

As much as he disliked the idea, Rook wasn't in a position to refuse. He took a deep breath. For Ben.

"Alright," he agreed, taking Gwendolyn's hand. "Land us somewhere close, but not within range. We are not going to want to be seen until after we are already inside, or else they  _will_ shoot us, whether they know who we are or not."

In the wake of such a severe statement, no one spoke. Gwendolyn took Kevin's hand, giving her boyfriend a shaky smile before she closed her eyes. The Charm at her wrist began to glow white as energy filled in the lines marking the stone like a circuit board. Rook felt his hand tingle and burn like it had been dunked in cold water. He shuddered but didn't pull away. The feeling quickly receded, traveling over his body and leaving him warm. When Gwendolyn opened her eyes, they were glowing white instead of their usual magenta. Having never seen her use magic different from pure mana, Rook couldn't help but stare, entranced. Unlike the life energy that all Anodites possessed, the more raw, power-based magic felt cold and impersonal. When she used it, Gwendolyn almost became a different person: focused, calm, dangerous.

Their feet left the ground. Rook unconsciously tightened his grip but his momentary flight or fight reaction went unnoticed. He wasn't entirely sure how fast they were going, but Gwendolyn picked up speed quickly. Having fur made the biting wind easier on his skin though he noticed that his human companions weren't having the same luck. With their longer hair, Gwendolyn and Kevin were both having problems keeping it from smacking them in the face. With the wind whistling by, conversation would be virtually impossible, so none of them tried.

The flight was short but, by the time they landed, Rook was feeling more than a little chilly. In her short-sleeved shirt and mid-thigh skirt, he doubted that Gwendolyn was feeling any better even if she hid it well. The sky above them had gone from pink to a dusty purple and, even on the ground, it was cooler than before when they finally touched down. Having spent most of his visit to Petropia either inside or underground, Rook was taken aback by how fast the sun moved across the sky. It was easy to forget that the planet only had eighteen-hour days.

Back on solid ground, Rook took Gwendolyn and Kevin aside, the three of them ducking behind a large formation of peranite. The Plumber base was built so that it had carved out a circular chunk in a plateau — to the north, the bridge that led to the capital city of Petra, and to the south, a flat strip for ships to take off and land. Because the base itself was sort of sunken into the ground, it meant that the three offworlders were above it. There was a wall to form a perimeter, but even as they crouched and watched, the guards were heading inside and cameras flickered on to replace their vigilance.

Whether that was a blessing or a curse, Rook had yet to determine.

"So," Kevin spoke up after a few minutes of nothing, "what's the plan, Rook? You know how to get in, don't you?"

Rook hesitated. "Well, um… maybe," he said carefully. "There are a few different ways that we could enter." He shifted, avoiding eye-contact.

He could feel the disbelieving looks that he was getting. Gwendolyn scowled and, had they not been within a hundred yards of an enemy base, she probably would have jumped to her feet to snap at Rook. Instead, she settled for barely-whispered hisses. " _Really_? All of this and  _that's_ your grand plan? You don't even know how to get inside! What are we supposed to do, knock on the front door?"

"I know the layout of the interior," Rook said instead of arguing. What was the point in yelling when Gwendolyn was right? "We need to find a secure room that will be empty at this time of night. Then, I assume that teleporting three people a few yards won't be too taxing?" He directed his last question at Gwendolyn.

She looked like she still wanted to be frustrated but, instead, all Gwendolyn did was brush her hair back and sigh. "Ben's rubbing off on you in all the worst ways," she grumbled. Behind her, Kevin snickered, earning himself a light jab from her elbow.

That time, the comparison wasn't a compliment, but Rook nodded and grinned. "I will take that as a yes. Follow me."

He knew the perfect place to teleport to. Granted, Gwendolyn may have to take them down a few floors, but it was better than fighting their way in. Once they were closer to the base, Rook stopped them again and had his Proto-Tool do a sweep of all electronics in range. It was a helpful, though limited feature. It generated a rough map of his surroundings, marking places that had high levels of energy usage with orange dots. Its reach wasn't far enough to encapsulate the entire base, but it was enough to show Rook his closest obstacles.

"There are no cameras on the roof," he said with a note of relief. "There are five along our immediate perimeter wall. From what I can see of them, they don't have a very long range, but their coverage is impressive." He bit his lip. "I do not see how to get around them. We cannot fly — their only blind spot is along the wall itself, due to how they are mounted. If we fly now, we will be seen."

At his side, Kevin snorted. He cracked his knuckles and his neck in quick succession, standing up with a cocky grin on his face. "Is that all? Why didn't you just say so?" He stuck a hand out, touching the peranite rock that acted as a buffer between them and the cameras.

Peranite slid up Kevin's body, surrounding his skin and sinking into his very being. Once he was entirely coated, Kevin stuck his hands out in front of him, frowning in concentration as he formed a flat sheet of peranite. It almost looked like a shield.

"That's  _genius_!" Gwendolyn cheered, jumping to her feet right alongside him. "As long as we don't stick out from the background, the cameras will never notice the difference!"

Rook was a little more skeptical but, _brallada_ , it wasn't like stupid ideas had failed them yet. He stood up straight, nodding his approval as he looked over Kevin's camouflage. "It could work. We do not have the time to waste on another plan, at any rate." He stepped closer to Kevin, squeezing in behind him next to Gwendolyn and stooping his head as Kevin lifted his buffer.

What started as a rectangle gradually grew into a sort of umbrella around them. Kevin took a step forward, the two shuffling around behind him. The first few steps were awkward as they found their rhythm, but then they were gradually making their way towards the wall.

It was nerve-wracking to not be able to see where they were going or the state of the cameras, but suddenly, Kevin bumped into something. He lowered the buffer, all three of them surprised to find the wall staring back at them. Rook hadn't expected it to be that easy. Still, he shrugged it off, glancing at the nearby cameras. They were still focused on the distance, paying no attention to them. He let out a breath that he hadn't noticed he'd been holding.

"Alright," Rook muttered. "Gwendolyn, if you would do the honors…?"

She gave a wordless nod and then the three of them were rising alongside the wall, a platform like glass glowing magenta beneath their feet. Gwendolyn kept their progress slow. It felt like an eternity before the tops of their heads broke the wall, though it must have only been a minute or so.

By the time they reached the top, the sun had set behind the distant mountains. The plains of rock behind them looked more like an ocean, deceptively peaceful so long as they kept their distance. Something tickled in the back of Rook's mind — a seemingly unimportant piece of trivia that made him frown.

"Do either of you find it odd how quiet it is?" He asked. "Petropia is known for the vicious nocturnal animals that crowd its wild area. Even given how close we are to a settlement, it is odd that there are not more animals out at this hour."

There was a dismissive grunt from Kevin. "Eh, give 'em a few minutes. Maybe they hit the snooze button on their alarms," he joked. "Don't we have more important things to be doing other than worrying about the flora and fauna?"

"Kevin's right," Gwendolyn chimed in. "Most of those things would try to kill us, anyway. Let's not look a gift horse in the mouth."

Personally, Rook didn't understand what horses had to do with it, but he nodded anyway. "Of course," he agreed. Moving around them, he stood at the edge of the wall, looking down into the Plumber base. The top of it cut off a few feet beneath the wall, though most of it was beneath the ground. "We will have to jump. Try not to miss."

He took a step back, but with a single push of his strong legs, Rook easily cleared the gap and ducked into a roll as he hit the base's roof. When he popped up onto his feet, Gwendolyn had followed him, with Kevin barely closing the distance. Nonetheless, once they were all situated and alive, Rook closed his eyes and tried to picture the layout in his mind.

He had seen the blueprints for the Plumber base, but briefly, with Conway impatiently hovering over his shoulder the entire time. Rook hadn't understood the man's frustration then but, looking back, he assumed that he wasn't supposed to be looking at the blueprints long. He also hadn't been allowed to make a copy or take any photos for his report. It made sense to him now.

Regardless, Rook  _had_ lived in the base for a week. He had a vague idea of the layout as it related to fixed placed in his mind. Which meant that, if the room he had shared with Ben was a few floors beneath his feet, then…

He shifted, walking along the roof before stopping along the middle. With a grin, he turned to Gwendolyn. "Here. Can you teleport us exactly sixty-three feet straight down?" Seeing the look on her face, he felt the need to add, "Trust me. I know exactly where we need to be."

Gwendolyn still didn't look convinced, but she nodded. As she and Kevin came to stand next to Rook, she closed her eyes and lifted her hands. They glowed with energy as she focused on her surroundings, sending her awareness downward, as Rook asked. When her eyes opened, they were filled in with magenta. " _Abeo Exorior_!" She shouted, her voice echoing. Wind whipped around them, their bodies dissolving seemingly into the air. The sensation was jarring, though not as much as suddenly landing.

Apparently, Rook had undershot the distance. The three of them popped into existence a foot off the ground, stumbling and tripping over each other in an effort to not fall down. It didn't work — Gwendolyn grabbed Kevin's shoulder for support as he was teetering, both of them crashing into Rook and sending their group sprawling.

A tangle of limbs and bodies on the ground, they groaned. Rook wasn't too happy about ending up on the bottom, but he held still while the other two gathered themselves. Kevin was the first to his feet, offering his girlfriend a hand up. They hadn't teleported far but Gwendolyn was still grimacing, rubbing her temples with a sharp sigh.

She took a step and stiffened at the sound of a splash. It was practically pitch dark in the room — the only light was what remained of Gwendolyn's spell and that was quickly fading. "Rook?" She muttered. "Are you sure that this is where you wanted us to land? I don't know what I just stepped in, but it  _can't_ be good."

Not that she saw it, but Rook nodded as he straightened up. "Yes. You have a spell for light, do you not?"

There was a huff and the sound of fabric shuffling. Even with his gifted night vision, Rook couldn't see anything — his eyes worked with  _little_ light _,_ not  _no_ light. Then Gwendolyn muttered, " _Illuminatus_."

The room around them was filled with soft, pink light. It wasn't very bright, barely reaching the edges of the room, but Rook had to blink rapidly and look away while he adjusted.

His human(-ish) companions had no such trouble. Gwendolyn made a noise of disgust. "Oh,  _gross_! Are we in a  _shower_ , Rook?" She asked, appalled, as Kevin laughed.

"You know that getting mad when you already have a headache is just gonna make it progress into a migraine," he reminded his girlfriend through barely muffled snickers. His comment went ignored.

"We needed a room that would be empty at this time of night, out of sight but easy to slip out of," Rook explained. "Besides, it is also nearby the person that I want to talk to. I think that he will be happy to help us once I have explained the situation to him."

Not wanting to argue any further, Rook left the showers to step into the empty locker room. It felt like a lifetime ago that he and Ben had been there, hatching a plan just under the watchful eyes of their security detail. If only they had known what their investigation was going to turn up, they could have played their cards better.

He pushed open the door that led to the adjacent hallway, peeking out. The lights were still on but curfew was in place, rendering the hallways empty. As Rook expected, because they were on a low-priority floor, there were few cameras: one at each end of the hall, rotating slowly and without any overlap. Rook watched them for a moment. The timing wouldn't be impossible, but it would need to be precise. Satisfied, he turned back to Gwendolyn and Kevin.

"I have a friend who may be willing to hear us out, but we need to reach the quarters for soldiers first," Rook began. "Here is how we are going to do this: first, we will sneak by the cameras. They are on a timer and, if I am remembering correctly, it will be the same down every hallway we need to us. I will lead through this — make sure to stay close and wait for my signal. We will need to be precise. After we have reached the rooms though, I will open the door. It will be by force and it will be loud enough to startle them awake. Luckily, peranite is thick enough that the sound should not carry through walls. All standard rooms on this base are shared by two people. Gwendolyn, Kevin, you will both need to subdue one of the Petrosapiens as quickly and quietly as possible without knocking them out. If they scream for help or, worse, refuse to listen, this entire operation will have been for nothing," he said seriously. "Are there any questions?"

He didn't understand the looks he was getting from his teammates until, flabbergasted, Kevin managed, "If you can work all that out, how come you always let Ben make the plans?"

Unsure how to respond, Rook said nothing and offered a shrug instead. He turned back to the door, easing it open inch by inch. "On my signal…" He warned, eyeing the cameras. "Any moment… and…  _now_."

Without any further warning, the door was flung open and Rook darted to the end of the hall, stopped directly under the camera that was slowly turning above him. To his relief, Gwendolyn and Kevin had kept their reflexes sharp while at college. They were quick to respond and directly behind Rook every step of the way.

Navigating the halls was stressful, but exhilarating. The cameras had a limited range, so it could be difficult to time their sprint just right, leaving the range of the other as it turned in their direction and entering the sights of the new one as it turned away. If any guards were on monitor duty at such a late hour, the most they would have seen was a flash of color other than peranite blue in the corner.

Soon enough, their fun came to a stop. Rook was panting quietly, working to control his breathing as his body hummed with the pleasant feeling of working out. On either side of him was Gwendolyn and Kevin, all of them squeezed together underneath a camera at the end of the hall. The next part would have to be done perfectly. It wouldn't be possible to kick open a peranite door, especially since the ones at Plumber base were sliding doors. The only way in was with a Plumber badge, via the scanner in the wall next to it. Then again, Rook had seen several times that Plumber technology wasn't always the highest quality or the most reliable…

He took his Proto-Tool into his hands, not taking his eyes away from the door. As soon as the camera looked away, they would have ten seconds before they were compromised. Rook took an even breath. He gestured to Gwendolyn and Kevin, getting their attention as he silently began counting down on his fingers.

What was it that Ben sometimes said?  _Go big or go home._

Rook kicked off of the wall, sprinting to the door. He had only visited the cadets quarters once, on their sixth day when Rook insisted on getting extra information for the report while Ben was showering. It had really been an excuse to snoop, not that Rook had come up with anything useful. Still, he was hoping that the cadets behind the door were still willing to listen to him.

He slammed the butt of his Proto-Tool into the scanner outside the door. In the silent hallway, the pitter-patter of tiny metal and glass fragments hitting the ground sounded loud enough to wake the dead. Rook paid it no mind, ignoring the sparking wires in favor of digging his claws into the door's seam. He pulled as hard as he could, forcing it open and stepping back so that Gwendolyn and Kevin could go flying past him into the inky black room.

There was the sound of a fist making contact with a solid body, peranite meeting peranite, grunts of pain, and the room lit up with mana as Rook forced the door closed behind them. Nine seconds, even — but Rook didn't dare breathe until the last one had ticked by. With a confidence that he didn't ( _couldn't_ ) really feel, Rook turned to face his potential teammates.

"Popigai. Igneous." He let himself relax. If the cadets were surprised to see him, then they did an excellent job of hiding it. Or maybe that was the eerie way that Gwendolyn's mana, wrapped tight and constraining around Popigai, cast long shadows over the edges of the features. It appeared to be digging crevices, though in a more metaphorical sense, Rook might have been doing that himself. He glanced at Igneous, being restrained by Kevin's own peranite constructs as he stood covered in the crystal. "It is good to see you both. Though, I realize that this is not exactly a warm reunion," Rook said.

He gestured for Gwendolyn and Kevin to ungag them. There was a pang of hesitance, but the mana sphere that had surrounded Popigai's head flickered away and Kevin begrudgingly removed his hand from where it was forcing Igneous' jaw shut.

"What the  _fuck_?" Igneous snapped almost immediately. Whereas Popigai seemed too stunned to speak, Igneous was caught between the exhaustion of just waking up and the indignation of being manhandled. To Rook, his reaction felt perfectly justified. "You've been missing for over a week! Then you just break-in with two off-worlders and hold us captive in our own  _room_? We were told that you  _died_! There was an explosion in the courtyard, a— an accident with your ship. And Tennyson too, he—" Igneous suddenly slumped. An odd look came to his face. "... I'm not dreaming, am I?"

"If you are," Popigai managed, eyes wide, "then you must be incredibly lucid. This is… I don't…" He shifted about as much as he could in Gwendolyn's mana. "If you're all real then… what's going on?"

Rook stepped closer, putting his Proto-Tool away. Hopefully, he looked less threatening. "That depends. Would you like to protect and serve, or continue swearing loyalty to the Plumbers?" He asked.

Before Popigai could answer, mouth already open, Igneous cut him off with a huff. "Oh, don't pull that moral grandstanding shit, Rook. We  _at least_  deserve a basic explanation before you start asking absolutes. Where's Tennyson? Or Tetrax, for that matter? Who are these people you brought with you? Where have you been this whole time? And why? You're filthy and you look exhausted."

Somehow, Rook managed a smile. "Ah, right. You have a point. Is it fair to agree that I will keep talking so long as you both are willing to not fight and only listen?" He sounded more pleading than he wanted to, but Rook couldn't help it. By themselves, two cadets wasn't saying much, but if  _they_ could listen to him, then maybe…

Igneous and Popigai shared a look. Nothing was said but they both seemed to reach the same conclusion at the same time. Turning back to Rook, Igneous nodded. "Agreed."

Almost immediately, they were released. Gwendolyn kept her hands glowing so that they could see, casting a small light charm as Kevin let his skin return to normal. "Don't try anything," he warned Igneous, blissfully ignoring that the Petrosapien was easily a foot taller than him. "I've been kicking the asses of guys tougher than you since I was eleven. And I won't hesitate to prove it if you wanna test me."

Luckily, Igneous didn't take the bait. He almost snapped back, only for Popigai to set a hand on his shoulder and coax him back. Gwendolyn, likewise, scowled and flicked Kevin in the forehead before tugging him to the other side of the room. Once all four of them were situated on opposite beds, Gwendolyn smiled. "The floor is yours, Rook," she said encouragingly.

"This had better be a hell of a story," Igneous quipped back, folding his arms over his chest. "And you'd better not leave anything out or lie to us. There's an emergency button for starting the alarm." He nodded his head towards the small red button just next to the door.

So Rook started talking.

He began with the truth behind the explosion that had nearly killed both himself and Ben, mentioning the suspicions that they had before and the results of scanning the water that they got from Terces. Apparently, Corporal Mantle had hidden more from them than Rook first thought. After that, he described their experience with the resistance group, Arkein, starting with Patience. The cadets had been visibly shocked that a "legend" (their words, not Rook's) such as herself was actually alive — somehow, it made them even more attentive than they already had been. And by the time Rook finished explaining the infiltration of the water production factory, facing Argyle at decrypted coordinates, Ben's kidnapping and current helplessness, along with the master plan to blow up the  _planet_ , they were literally on the edges of their seats and their jaws were practically unhinged.

"So are you two clowns gonna join us or not?" Kevin demanded before either of them could formulate a response. His impatience was understandable — Rook knew that he had been talking for around forty-five minutes and, other than some minor details, everything he said was something that both Kevin and Gwendolyn had already heard.

Gwendolyn scowled, knocking her boyfriend's leg sharply with her knee. " _Kevin_! Be patient! After everything they just heard, it's understandable that they would need a few minutes to—"

"No," Popigai cut her off with a frown. "After hearing all that, it's not even a question. Of  _course_ we'll help you."

That was what he wanted to hear, but suddenly, Rook wasn't so sure. "You will?" He asked. Was it really that easy? After everything, he had trouble believing them.

Kevin must have felt the same because he scowled. "Really? Just like that? How  _stupid_ do you think we are?" He stood, touching a hand to the wall. Immediately, peranite swarmed him, crawling over his body and threading into his skin until Kevin could no longer call himself human. "If you think that we're gonna fall for that load of horseshit then you've got another thing comin'. And trust me, I know from experience that just because you're made of diamond  _doesn't_  mean you can't feel pain." He cracked his knuckles for emphasis.

Forcing a laugh, Popigai held his hands up in surrender. To his credit, he held his ground, refusing to look away from Kevin. "Look, I know how this probably looks to you and I completely understand," he started. Kevin stopped approaching, if only temporarily, and that was all the permission that Popigai needed to keep talking. "To be honest, it's not a difficult decision to make. No one here truly respects Magister Argyle — he terrifies all of us. I've heard that he's always been cutthroat, but the  _things_  that he can get away with when he has that much power…" He trailed off, suppressing a grimace. "A-Anyway, that's not the point. Truth is, no one has trusted him for a while now. He's hiding things or flat-out lying. Sending soldiers on attacks without telling them why, dismissing any of the needs of the citizens, people disappearing when he asks to see them in his office— He's not even  _here_ right now because he had a huge, impromptu mission with some of the higher ranking Plumbers. From my perspective, you all being here is… a relief," he admitted, slumping. "It's been killing me — all of us — to see all that's happening and know that all we can do is keep following orders. I'm glad to give up being a Plumber if it means that we can finally put a stop to all that's been happening."

Next to him, Igneous snorted, as though he found that to be a massive understatement. "Yeah, no kidding. The Red Sleep doesn't have anything on Argyle…" He muttered.

There was a moment's pause while this was processed. His teammates said nothing, but Rook knew that they were all thinking the same thing:  _could this really be trusted?_

In the end, the silence was broken by Gwendolyn. Somehow, she managed to look both stern and compassionate at the same time as she fixed the Petrosapiens with a look that Rook had only ever seen directed at Ben. "If what you're saying is true, does that mean that you can convince other Plumbers to follow our lead?" She pressed.

That got a barking laugh from Igneous. " _Us_?" He shook his head, both incredulous and amused. "No. Even if they don't like Argyle, these are still  _soldiers_. They'll follow orders if someone in charge shows they've earned that respect. We're still cadets. There's no way anyone would listen to us."

He had a point. Rook remembered the same programming when he first joined the Plumbers. Even when he was aware of it, it was hard to turn away from authority and take control of the situation himself. It left Rook feeling as though he'd made a mistake somehow.

"What if..." the Revonnahgander said slowly, "we could convince Corporal Mantle to side with us? Do you think that the others would rally behind  _him_?"

The two Petrosapiens shared a look. They silently debated something for a moment before Popigai turned away with a sigh.

"Yes," he said after a moment, as though uncomfortable. "Corporal isn't a very high ranking position, but Mantle's sort of known around here as a loveable hardass. People will rally behind him. He's got the sort of personality that makes you feel like he only wants to do what's best for you, no matter how much you hate him for it." His lips twitched into a faint smile. "Plus, Argyle's got the higher-ups off at some Summit with the King at Central, like I mentioned. Corporal is nearly the highest rank you're going to find right now."

"But good luck convincing him," Igneous cut it with a cynical scowl. "The guy's not called a hardass for nothing. And considering that all Petrosapiens are  _literally_ hardasses, you should stop to think about how stubborn he's got to be to earn a reputation like that on Petropia."

Somehow, Rook didn't think that it would be as hard as they described. For the moment, he only nodded. "I will take that risk. As for you two, though… Why not a test of loyalty?" He suggested. "We cannot go to Mantle ourselves — not with the security around that floor. You two will go to his chambers, tell him that someone may have broken into the base, and bring him to this room for us to apprehend. Understood?"

A part of Rook felt ridiculous for offering up such a simplistic plan. Then again, restraining the cadets and explaining things thoroughly had worked for  _them_. Why wouldn't the same be true of Mantle? He was probably only overthinking things.

"And what if we don't come back?" Popigai asked. He didn't say it like a threat — he sounded detached and clinically curious. "You  _are_  asking us to betray our superior officer. If it doesn't go your way, we'll probably be dishonorably discharged for our hand in it. We could tell Mantle the truth and bring him and a whole army of cadets to have the three of you arrested." He paused, letting the words hang in the air. His eyes flicked over to Kevin, who was restrained from jumping to his feet only by the coaxing hand that Gwendolyn kept on his knee. If the murderous look in the Osmosian's eyes worried Popigai, he didn't show it. He let his words hang in the air a few seconds longer before finishing. "If we did that, where would it leave you, realistically?"

Answering that was difficult but Rook didn't stay quiet for long. He couldn't afford to — not with the meaningful looks being sent his way. "You would not be able to capture us," Rook settled on finally. "Gwendolyn is an Anodite. She can teleport and fly. We would be long gone before either of you could successfully capture us. But, after that…?" He sighed, suddenly feeling decades older. Did Ben feel the same crushing weight on his slim shoulders when people fixed him with those same searching gazes? How did he not collapse beneath the pressure? "We would have to make do with what we had. Our target is the satellite orbiting one of Petropia's moons, so we would be forced to launch an assault on the Plumber base to acquire the ships and equipment that we would need for a large-scale attack. But the loss of life on both sides would be…" Rook shook his head. "We would have no other option, though. Not if we wanted to save Ben. Not if we wanted to save Petropia."

When he finished, the room was stuck in silence. The two cadets didn't dare break it, not even by turning to look at each other. Even without eye contact though, they seemed to reach the same conclusion.

Relaxing, Igneous managed a smile. "No need to be so dramatic," he joked. "We already said that we'd help. Consider us as allies, no matter what happens once we get Mantle here."

"Speaking of…" Popigai got to his feet. "We'll be quick. Just make sure that you're ready to grab him when that door opens."

Rook blinked. A wave of exhaustion washed over him. It suddenly took a monumental amount of focus and energy that he didn't have to keep his spine from sagging. He wasn't sure how to express his gratitude so he didn't try. Instead, Rook stepped out of the way to give his new recruits access to the door. Maybe sensing his sudden shift in mood, neither spoke. As he passed, Popigai set a hand on Rook's shoulder and gave a tight smile. It said all that the Revonnahgander needed to know.

As soon as they left the room, Rook collapsed onto the spare bed they'd left empty in their wake. He leaned forward, elbows resting on his thighs, and dug his palms into his eyes as he bit back a weary sigh.

When Rook glanced up, Gwendolyn and Kevin were having a silent conversation. It stopped as soon as they noticed him watching. Gwendolyn smiled but it was firm and didn't quite reach her eyes.

"It's alright," she said consolingly. "Ben used to get like that too, when the decision making was… too much." There, she chuckled without feeling. "I know it's not worth much, but you're doing a great job, Rook. And I wouldn't say that lightly." A pause and then, with much more passion, she added, "Ben would be proud."

Something stung behind Rook's eyes. He blinked the wetness away. Licking his dry lips, he averted his gaze and admitted what he'd been too shaken to say aloud before. "I wish that he was here." If his voice hitched at the last syllable, then they were kind enough not to mention it.

Kevin huffed, dismissive in a way that he must have spent years learning to fake. "We all do," he said. It could have been sarcastic, had Kevin not sounded so weary and ragged.

The conversation fell to silence — not a comfortable one, but one too solemn for any of them to break. And they waited.

**Notes for the Chapter:**

> Fuck, this chapter got long. And to think, it was supposed to be longer. Damn. Hopefully, it was worth the read anyway.
> 
> **Chapter Twenty-Two: _Where There's a Will, There's a Way_**


	24. Where There's a Will, There's a Way

**Summary for the Chapter:**

> Mantle studied him for a long moment. He didn't seem angry with Rook but the look of disappointment in his eyes somehow stung more. "Then you wasted your time coming here, didn't you? I think it's best that you leave. I honestly can't figure out how you expect to get soldiers to die for your beliefs if you can't even believe in yourself."

Rook got to his feet, prying open the door to the small sleeping quarters by only a hair. Considering that everything around them was made of peranite, there would have been no way to hear any conversation taking place in the hallway if he hadn't.

Once that was done, Rook stayed standing, tucking himself out of sight of the door and into a corner. Whispering, he said, "When Igneous and Popigai bring Mantle here, we will need to have some way of disarming him long enough to speak. Gwendolyn, I want you to use a mana sphere to cut off his air supply. Kevin, you will grab any weapons that he has on him and restrain his arms behind his back. I will knock him to the ground and block the door in the event that he tries to run."

Was it a smooth plan? Not particularly, but Rook didn't have long to think about it. His teammates nodded, standing and getting into position in the other corner near the door. "Good luck," Gwendolyn muttered. With a wave of her hand, the ball of light that she had summoned vanished, plunging the room into near-total darkness.

Waiting was difficult, but not because Rook was worried or impatient. It was hard because he knew that every second spent standing there, accomplishing nothing, was another second that Ben was being held prisoner and being experimented on. He knew that Murowa had nothing to gain by killing Ben, but that didn't mean that he wouldn't experience any pain. The thought of it made Rook's stomach churn.

Footsteps sounded in the hallway. Had the three of them not already been holding their breaths, the room might've gone silent. Rook tensed, resisting the urge to grab his Proto-Tool.

"See what I mean?" Popigai's voice sounded. He was keeping a nervous tone, either because he was a good actor or because he was anxious. "The security pad was completely destroyed. We think that someone broke into our quarters."

Nothing was said from Mantle. Whether he believed the cadets or not, Rook wasn't sure. It didn't matter. One heart-stopping moment later, the door was pried open and Mantle stepped into his line of sight.

There was a flurry of movement. Pink light lit up the room as Gwendolyn cut off the Corporal's air supply, Kevin yanked off his supply belt, grabbing his hands and forcing them behind the man's back, a split-second before Rook swiped Mantle's feet out from under him and sent him crashing to the ground.

While Kevin struggled with him on the ground, Rook turned his attention to the cadets. There was no way that the cameras missed all of that, not with Mantle's legs sticking out the door, but hopefully it wouldn't matter in a few minutes. He waved the younger Petrosapiens into the room. They obeyed hastily, stepping over their superior's kicking feet as Rook forced the door closed behind them. By then, it was a relief to note that Kevin was having an easier time as the man's struggles grew weaker.

Only once Mantle's eyes had closed and his breathing began to grow shallow did Gwendolyn let her mana sphere drop. She replaced the light source from before, letting a mana sphere pulse steadily against the ceiling so that they could see.

Understandably, the Corporal was fairly angry when his eyes opened again. But he had earned his promotion rightfully and he wasn't an idiot. He blinked up at the lot of them, steely-eyed and unhappy, but compliant. When he went to sit up, no one stopped him, though Kevin muttered something under his breath that Rook couldn't quite catch.

"I thought that you were dead," Mantle said bluntly. He looked up at Rook as he spoke, feigning disinterest as his gaze flicked over everyone in the room. The only betrayal of his thoughts was a faint flash of surprise when he appeared to recognize Gwendolyn but it was quickly forced away. "I'm assuming that you all have a good reason for taking me hostage in my own base?"

Everyone turned to Rook for an explanation. He felt a flash of annoyance but quickly brushed it away. If he didn't want to be in charge, then Rook figured that he shouldn't have tried giving commands in the first place. At least it hadn't turned out badly yet.

"It is a long story," he said after a moment. "Can I ask, if it is not too invasive, how loyal are you to Magister Argyle?"

If Mantle found this to be an odd question, he gave no indication of it. Other than a deepening scowl, he hardly acknowledged it at all. "I'm not," he said. "I'm loyal to the individual in charge, whether it's my direct superior or the head magister. It's not a complicated system. Those who have earned their power have my respect and loyalty."

His shoulders shifted experimentally and that was all the warning that Rook got before Mantle suddenly slammed his elbow into Kevin's gut, twisted around, and grabbed the Osmosian by the throat before slamming him into the ground.

"Kevin!" Gwendolyn cried out. She started forward, only to freeze as she noticed the sharp gleam near her boyfriend's neck.

Though they were both made of peranite, Mantle was stronger and clearly more experienced with the material. He held Kevin down easily, pinning his flailing limbs with restraints that sprouted from the ground itself. His hand stayed on Kevin's jaw, forcing his head down and his mouth shut, while his other arm narrowed to a flat blade. A scowl on his face, he impatiently tapped the tip of it against Kevin's neck. It made a clanging sound but, even though it didn't seem to hurt, Rook knew how easily that could change. Peranite could be crushed. He had to force away the mental image of his friend's head rolling away from his body, shattered crystals on the ground where his throat had been.

"Start talking," Mantle ground out. "None of that cryptic bullshit. Answers.  _Now_."

"We are trying to stop the planet from being blown up!" Rook blurted out before he could stop himself. He had to forcibly tear his gaze away from Kevin to look at Mantle. "Argyle has been working against you and the people of Petropia this entire time! We need an army and a fleet of ships to stop him and the Plumbers are our only option."

Mantle didn't relax his arm but he did move it away from Kevin. He thought about it for a moment before lurching to his feet. Immediately, the restraints holding Kevin fell away and Gwendolyn was soon on her knees at his side. It looked like she was trying to keep him from starting a fight more than she was trying to comfort him, though Rook only got to watch them for a few seconds before Mantle was looming in front of him.

"Do you have any evidence of that?" Mantle asked, lifting his arm. The broadside of the sword he had formed caught Rook's reflection. Did he really look that run ragged? "That's an awfully serious accusation. Planetary-wide treason, as a matter of fact. You're an accomplished Plumber, Rook. I'm sure that I don't need to remind you of the consequences of making such a bold claim without sufficient proof. So…" He gestured with his free hand. "Where is your damning evidence, then?"

Rook clenched his jaw in frustration. At his sides, his hands curled and uncurled into fists. "...I do not have anything aside from eye-witness accounts," he admitted, glaring at the ground. Even the files that he had from Murowa, while enough to incriminate her, made no mention of Argyle.

There was a noncommittal hum from Mantle. "That's what I thought. At least you're honest." He let his arm melt back into a proper hand, flexing his fingers experimentally before turning away from Rook. He knelt down, picking up the utility belt that Kevin had pulled off of him. From it, Mantle grabbed a pair of energy cuffs. "In that case, I'll have to place all five of you under arrest." He ignored the muttering that broke out in the room, turning to Rook first. "You're being taken into custody for falsely accusing a Plumber officer of treason, for breaking and entering a private military base, for destroying government property, for assaulting an officer, and for attempting to start a coup. You have the right to remain silent. Anything you say can be used against you in court. You have the right to talk to a lawyer for advice before we ask you any questions. If you cannot afford a lawyer, one will be appointed for you." He gestured for Rook to hold out his hands. "Do you understand your rights?"

Never, not even once since he first set his sights on Plumber Academy, had Rook ever imagined being the one on the other side of  _that_ phrasing. For a moment, all he did was blink, staring uncomprehendingly at the Petrosapien in front of him.

"Yes, I understand," Rook muttered. He held his hands out, refusing to acknowledge Kevin's indignant shout of his name. Mantle stepped closer, holding the cuffs out. Before he could lock them in place, Rook suddenly grabbed them, snapping the wrist cuff in half over his knee. Energy crackled, making the air warm and stink of plasma. The glow fizzled out and Rook dropped the pieces, expressionless. "I think that you are forgetting about  _yourself_ , Mantle. After all, you did allow a suspect and known convict to escape under your watch."

Rook knew that he was right when Mantle's eyes widened. The man faltered, staring down at the broken pieces, only to again force a scowl. "And your evidence for this?"

"Do not waste both of our time," said Rook stiffly. He stepped forward, kicking aside the shattered cuffs carelessly. He forced Mantle to take a step back, the uncertainty in his eyes only growing. "This is not a trial nor are you a jury. I do not need to give you evidence for things that you already know to be true. For example, you fought with Ben when we broke into the water treatment facility. You have plenty of time to attack him, yet all you did was stand there. Why? Because you know that Magister Argyle is a law-abiding officer in name only and you have never trusted him." His eyes narrowed. "You may correct me if I am wrong, but I doubt that I am. Right, Mantle?"

The Petrosapien blinked, surprised, then straightened. There was a pause before he said, slowly, "You're right, Rook. But that hardly solves anything, does it? You—" He jabbed Rook in the chest for emphasis, "—have never been a leader. You've always been shadowing Tennyson, following his lead. You're right that you don't need evidence for any of those claims you made, not now, but what evidence do I have that you've changed? I'm not going to follow someone who hasn't earned it, and neither will any of my soldiers."

It was Rook's turn to hesitate. He choked on his reply, biting his lip. Mantle had a point. He had never been the leader type — from being under his father's watch while working the farm, using the legacy of Ben 10 to inspire him to leave Revonnah, to swearing allegiance to unshakable authority as a cadet, Rook was every bit a follower.

"There are other people in charge at our base," he offered weakly. "Passionate and intelligent leaders. They do not need my help to command respect."

Mantle studied him for a long moment. He didn't seem angry with Rook but the look of disappointment in his eyes somehow stung more. "Shame," was all he said. "Then you wasted your time coming here, didn't you? I'll escort you to the exit since we've already established that I won't be arresting you, but I think it's best that you leave. I honestly can't figure out how you expect to get soldiers to die for your beliefs if you can't even believe in yourself."

The Corporal turned to leave. Rook was going to let him go, too. He had turned his stare to the ground, lips pressed into an unhappy but resigned line. There was nothing else that Rook could say so he stayed silent.

"Hey." Kevin grabbed Rook by the shoulder, giving him a shake and a scowl. "What the hell do you think you're doing, letting this asshole walk all over you like that?" That made Mantle pause, though he didn't turn back around. That was ignored by Kevin, who continued brazenly. "More importantly, how come you're selling yourself short like that? If anyone in this room is a leader, it's definitely you, Rook. You're the one who got us into that space station and you managed to find Ben and get all that extra information."

"He's right," added Gwendolyn as she stepped up to Rook's other side. "And it was your idea to come here. You planned our infiltration and attacks based on playing to our strengths. Only an attentive leader could be so calm under pressure and use his soldiers that efficiently." She gave a soft smile, reaching down to gently squeeze Rook's hand. "I think you got stuck with Ben's self-doubt, though," Gwendolyn joked. "Otherwise you wouldn't need us to tell you what a great job you've been doing."

Rook tried and failed to bite back a smile. There was a surge of affection in his chest. He started to thank his friends for their encouragement but, before his mouth had even opened, Mantle was turning back to them.

"If your friends are being truthful, then that's a start," he said matter-of-factly. "But if you're missing self-confidence, then all of your achievements mean nothing. Not if you don't think that they have any merit. You can't waste time doubting yourself. In the field, that can be a death sentence. Not only for yourself, but for everyone that's relying on you to make the tough choices." Mantle stepped closer to them, ignoring Gwendolyn and Kevin to fix Rook with an intense look. "If you can handle that, I'd gladly follow you to the edge of the galaxy. If not, then it's like you said: don't waste my time."

The wrong answer, Rook knew, would mean that he was forfeiting Mantle's cooperation. It meant that he wouldn't be getting any help from the Plumbers and that rescuing Ben, let alone the planet of Petropia, might turn out to be a logistical impossibility. But at the same time, Rook wasn't about to lie.

"I am not sure. As far as leading goes, I am still new to it," Rook admitted. He was still holding Gwendolyn's hand and, quelling a flutter of nerves jumping into his throat, he gave a firm squeeze and steeled himself. "But I know that I am capable. And I am more than willing to do my best, even if it costs me my life. I refuse to disappoint all those who have placed their trust in me."

Maybe it was Rook's imagination but, for a split second, it almost looked as though Mantle was smiling. "Good answer," he said without a hint of emotion. That time, when Mantle turned away, he gestured for them to follow. "Cadets Igneous and Popigai, return to bed. We'll discuss your punishment for this in the morning. You three, come with me. You can fill me in on the details of this story while we wait for sunrise."

Stunned, Rook stared after him before sharing a look with Gwendolyn. She seemed just as confused as he was but, at Rook's prompting, let go of his hand and nudged Kevin forward gently. At first, he wasn't very willing to go, until he noticed the pointed way that Rook was looking at the cadets.

Once his friends had followed after Mantle and left the room, the breath that Rook had been holding came out in a heavy sigh. He looked over at Popigai, giving a weary smile. "I apologize for getting you both you trouble. Not only this time, but back when you were charged with keeping an eye on Ben and me. It was never my intention to make things difficult for you."

Igneous scoffed, letting out a burst of laughter. "Oh, we're not the ones that you have to apologize to. Kimberlite was punching holes through walls over you two. Come to think of it…" He tapped his chin in mock thought. "Shit. She's going to kill us when she finds out about this."

"At least we'll have died for a good cause," Popigai joked. "Maybe they'll construct a monument in our honor once everything's said and done."

Rook allowed himself a smile but it didn't last long. He approached Popigai, setting a hand on the cadet's shoulder. "For what it is worth, I did enjoy those few days before you were no longer permitted to talk to me," he said. "It was nice to have a like-minded friend. In case this does not turn out well for me, I thought that you should know that."

That got him a funny look from Igneous — a good thing, because Popigai looked too taken aback to reply. "Don't tell me that you're actually thinking that you could die, Rook. I don't think that anyone on your team would stand for that. And I wouldn't, either." He gave Rook a warning look. "After that speech you just gave Mantle, I'll never forgive you if you die. There's only about a handful of people who can make that guy shut up and I'm not about to accept one of them dying. Got that?"

Popigai managed a nod. "Agreed," he echoed.

There was a moment where Rook wasn't sure how to respond, but then he smiled. It felt much more genuine than it had been a few seconds before. "I understand," he said, letting his hand drop. "Thank you both, for this. Goodnight." He wasn't sure what would happen if he lingered so Rook decided not to risk it. He left both cadets with a parting wave before ducking out of the room and into the hallway.

The other three were waiting just outside the door. Rook wasn't sure if they were listening to the conversation but he didn't ask.

The silence was awkward and stiff, broken only when Mantle inclined his head towards the scanner that used to open the cadets' door. "The damage for that is going to be billed to the Earth Plumber division. Just so you aren't surprised when they get the memo."

Kevin laughed. "Yeah, like  _that's_ anything new for them."

The comment didn't make Mantle smile but he didn't seem annoyed, either. He turned, starting down the hall and expecting them to follow — which the three of them did after a moment of deliberation.

When the idea to go to the Plumbers for help had first come to Rook, he'd thought that he had snapped and lost his last shred of common sense. There was the strong possibility that they would be shot or arrested before they could talk to anyone, not to mention the  _astronomically_ slim possibility of anyone actually listening to them. Rook first thought that most of the higher-ups being away was a stroke of luck but, when he remembered that they were supposed to be with Argyle and  _he_ was onboard the satellite where Petrosapiens were being held hostage, it seemed much less fortunate.

Hopefully, they made it in time to save everyone. Rook still wasn't clear on why the Petrosapiens were being kidnapped, but he doubted that they were coming out of it alive.

"Here." Mantle stopped walking abruptly. Rook nearly fell over himself, placing a hand on the wall just in time to keep from slamming his face into the floor. He was at the back of their small group, but even if the entire base had seen that, Rook's thoughts were still too far away for him to feel embarrassed. The Corporal unlocked a door with his Plumber badge, stepping back to let the three of them enter. "Sorry that it's small," he said without sounding very apologetic. "It's a guest room. It will be daylight in a few hours, so I doubt you'll be doing much sleep either way. I'll leave it unlocked. No one should bother you. I'll stop by once everyone is awake and in the cafeteria. Seems the easiest way to get their attention all at once," he explained.

Absently, Rook nodded. He was about to let Mantle go, only to speak up at the last second as something occurred to him. "Are you going to tell them?" When that didn't garner more than a raised eyebrow, Rook specified, "The truth about it all. Everything that has been happening. Will you give the soldiers details?"

Mantle stared for a moment before smiling ruefully, offering a half-hearted shrug. "I'll leave that decision to you. But, my advice? If you're going to expect people to follow your lead, give them a reason to. Goodnight." He ignored Rook's attempt to speak up, shutting the door behind him with a click.

There was a paranoid urge to make sure that the door was unlocked but Rook resisted the temptation. Trust had to go both ways. Besides, it wasn't as though he had anywhere to be until morning. There were other things on Rook's mind, anyway. He turned to take stock of the room.

It was small, like Mantle said. There were only two beds, but there was a desk along the far wall with a window above it that overlooked the courtyard. The window was too narrow to climb out of but Rook liked being able to see the sky. He had spent enough time underground recently to last a lifetime.

Since the desk chair had already been claimed by Kevin and Gwendolyn was perched on the far bed, Rook dropped down onto the one nearest the door with a heavy sigh. "Well?" He prompted, sounding much more exhausted than he would have liked. "What do you both think I ought to do?"

Kevin twisted his chair around so that he could sit in it backward, resting his elbow on the back of it and cradling his chin in his palm. "I know you're exhausted, Rook, but try thinking about it for more than two seconds." He snorted. "If you were in their position, what would  _you_ like? Set the scene: you're a cadet, a rookie, barely had to fight and you've probably never killed anyone or watched a friend die yet but you're terrified of the idea all the same. And you don't know the guy trying to convince you to lay down your life, just that he's an off-worlder in cahoots with the human you've been schooled not to trust. Even if your magister isn't the nicest guy, you've got no reason to believe him. "The devil I know," and all that. What'll get you their trust faster? Laying down all your cards or being just as cagey and vague as the guy you claim to be better than?"

When he finished, there was silence. Rook wanted to say something but nothing came out when he opened his mouth. He had expected a moral dilemma, some sort of debate, but the way that Kevin laid everything out made it all slide into place. After that, any argument that Rook had been considering was washed away.

The silence was broken by Gwendolyn, looking as stunned as Rook felt. "Wow, Kevin. I… That was really mature. How long have you been thinking that?"

He smirked, huffing on a laugh. "What, that speech I yanked out of my ass? Both of you oughta pull yourselves together. You both would've come to the same conclusion sooner or later. Problem is, you're both logical thinkers and there's nothing logical about asking soldiers to die for you." His smile faded, turning serious as he fixed Rook with a serious look. "I don't know if it helps any, but Ben would've said the same thing. He probably wouldn't've even had to think about it. He's not always too logical, but in a funny way, I think that's why he makes such a good leader. People wanna trust him and he doesn't wanna let that trust be misplaced." Kevin, who had been staring into space thoughtfully, suddenly blinked and turned to Rook again. "That making any sense?"

Rook smiled gratefully. "More than you know. Thank you, Kevin." Somehow, the idea that Ben would have approved of their plan was comforting. Weird. And just a few days before, Rook had been angry at him for his unpredictable nature and poor leadership skills. He wished that he could take back everything that he said. All it took was a little perspective to show Rook how wrong he had been.

"Well said, babe," Gwendolyn teased. She stood up, walking over to Kevin and kissing him on the cheek.

She might have turned away, had Kevin not smirked and grabbed her by the hand. He pulled her closer, their knees bumping together and their faces inches apart. "What, I deliver the mother of all pep talks and all I get is a kiss on the cheek?" He asked lowly.

The soft sound of lips meeting filled the quiet room, but Rook didn't watch. He had already looked away, biting back a sigh as he maneuvered himself silently into laying down. Considering the stress of the last few days, Rook wasn't going to deny the happy couple a few minutes to each other. It wasn't as though they had  _asked_ to be sucked into a planet-dooming conspiracy. Even if Rook  _strongly_ disliked listening to their giggling and the sound of fabric sliding together as they enjoyed themselves. Why the thought of it made Rook sick, he wasn't sure, but he didn't dwell on it. He folded his arms behind his head to be used as a pillow, closed his eyes, and tried to rest.

Of course, Rook knew before he started that it was hopeless. He was too tense, muscles pulled taut under his skin. And the longer he laid still, not running on adrenaline or desperation for the first time since Ben had gone missing, Rook realized that he hadn't slept since then, either. He hadn't eaten much of anything or even stopped to shower. His fur was matted with sweat and blood, in some places. He was dirty and uncomfortable, but all of that could have been ignorable if it wasn't for Rook's spinning thoughts.

He missed Ben. It shouldn't have been difficult to acknowledge, but every time the truth stared Rook dead in the eye, he found himself choking on it. Was he being overdramatic? It didn't feel normal to worry over another person so much, but wasn't Rook's worry justified? He felt guilty for not being more concerned with Petropia. Logically, a planet ought to be prioritized over a single person. Only it wasn't any person, it was  _Ben_. Rook wondered what it would be like if he was there in the room with them. Ben would know what to do. He might have even been able to help Rook understand what he was feeling.

It didn't make sense but, as Kevin had so eloquently pointed out earlier, Ben had his own way of making the illogical work for him. It was a trait that Rook had (begrudgingly) admired many times before.

His thoughts didn't calm or cease, but as Rook laid still and dozed, they took on a more visual course. He wasn't dreaming — not  _exactly_ — but Rook's ponderings pulled him to dozens of different places and each one summoned an image of the look on Ben's face when he'd realized the truth behind their partnership. It was as though someone had yanked his heart out and crushed it. Lost. Betrayed. Pained. How was he feeling at the moment, while Rook lounged in relative comfort? Was he thinking of their partnership? Did he regret calling it off? In a weird way, Rook didn't. As much as it ached, it was a wake-up call that was long overdue. He wished that he could apologize. For all of it, everything: never treating Ben like the hero he was, never bothering to get a deeper look at the person he claimed was his best friend, never being there when it  _really_  mattered. Rook thought, at that moment, that he would go to the ends of the galaxy and further, to take back all of his mistakes.

It was a relief, then, when the door to the room banged open and Rook was finally startled out of his downward spiral.

While he started into a sitting position, shaken and dazed, Gwendolyn and Kevin practically fell out of the bed that they were sharing. Rook couldn't remember them ever moving away from the desk but, then again, he didn't remember much after laying down. His thoughts had cycled out as quickly as it had come. He gave his friends a weary glance as they tried to look put together before turning to who had interrupted his not-quite-sleep.

Mantle stared back at him with a decidedly exasperated look. "Morning," he drawled. For all that had happened in the last few hours, he seemed remarkably unconcerned. Calmly, he stepped into the room and closed the door behind him. "The sun has risen," he said with a gesture toward the window. It was only then that Rook noticed how much brighter the room was and took note of the warmth on his face. "My men are all in the cafeteria. If you ever want to talk to them, this is your best chance."

He was kind enough to pretend that he was speaking to all three of them but there was no mistaking the severity in Mantle's eyes when they settled on Rook. There was a lot riding on what was about to happen — they all knew it.

Maybe it was the lack of sleep or the early-morning haze that made everything feel far away or even that the talk from the night before had actually  _helped_ , but Rook felt none of the apprehension that he was expecting. Given what he was preparing to do, he thought that he ought to feel anxious or worried or nauseous, but there was only the overwhelming sense of detachment. Was that a good thing? Rook knew how important it was, how much was resting on his abilities of persuasion, but for whatever reason, all he could think about was how one of the last conversations he'd ever had with Ben ended with his ex-partner slapping him.

Who wanted to die with a regret like that?

"Now is a good time," Rook said. He got to his feet, making sure that his fur was laying flat and his armor wasn't too dented. It really was overdue for good maintenance but he hadn't had the time recently. He thought about having breakfast first before quickly deciding against it. No, he ought to give his speech before that. No sense in waiting for the calm to wear off or tempting his weak stomach with what passed for Earth food on Petropia.

His answer seemed to surprise Gwendolyn, though Rook didn't understand why. Did she not feel as in control as he did? "Are you sure, Rook?" She asked as she walked over to set a hand on his shoulder. "You haven't prepared anything to say. And you've only got a few hours of sleep and you haven't had anything to eat in—" Her eyes narrowed. "Rook, were you  _actually_  sleeping this whole time?"

There was a moment where Rook was unsure how to answer. He felt this odd sort of confidence in his chest. He had always been confident of his abilities as a Plumber, but Rook was feeling something new. It wasn't confidence for his abilities — what he had verifiably accomplished, as evidenced by the impressive scores coloring every Academy report — but it was confidence for what Rook  _hadn't_ done. What he suddenly felt himself capable of.

What a novelty.

Firmly, but not unkindly, Rook shrugged Gwendolyn's hand off. "I will sleep afterward. This is a small window of opportunity. Besides, Revonnahganders need less rest than humans. I will survive a speech just fine." He turned away from her, facing Mantle. "Please. Lead the way."

As skeptical as the Corporal still looked, he nodded and opened the door to gesture them out. True to his word, the halls were completely devoid of other lifeforms. Rook counted himself lucky. That gave him a minute or two to work out what he wanted to say.

Perhaps, as Gwendolyn had said, Rook  _should_ have put more time into thinking about the speech he was supposed to give. Still, the thought of standing in front of a mass of trained soldiers who disliked him on principle without anything to say didn't fill Rook with the dread that it should have. He thought about it but, ultimately, his plan was to follow what Kevin had said. The talk with Popigai and Igneous had gone well and all Rook had really had to do was be honest with them. Overcomplicating the situation would only make his experience feel less genuine than it was.

When their group stopped walking, Rook mentally berated himself for constantly spacing out. He recognized where they were from those tours of the base and took a deep, but unnecessary, breath to steady himself. The end of the line.  _'Here goes everything,'_ Rook though dimly and Mantle opened the door to the cafeteria.

At first, there was no reaction. Mantle strutted forward like he owned the place (which he more or less did at that moment) and, hesitating only long enough to falter, the three off-worlders followed. The eating area was loud and reeked of salt, but Rook was used to that from the time he'd spent at the resistance base. He scanned over the faces in the crowd. Not a one was familiar but each and every one tensed up when their eyes locked. Like magic, a ripple effect passed through the room. Conversation pattered off into muttering, which was quick to give way to stony silence. Every pair of eyes in the room was on them and every hand was twitching as though to pull an invisible trigger. Rook was certain that the only reason there wasn't a jagged spike through his chest was that Mantle was leading the charge, chin held high as he stalked forward and his soldiers parted for him without question.

Once they reached the front of the room, the spell that had gripped every Petrosapien in attendance seemed to lift. Whispering broke out behind them, more than a few voices coming out as furious hisses. Confusion and fear filled the room with completely different energy from before: hurt and angry, buzzing and working itself into a frenzy.

The end of the cafeteria sported a long table, elevated from the normal soldiers, where Rook assumed that important officials took their meals. It was empty until Mantle climbed up on top and held a hand out, signaling for everyone to stop talking. From the way that every mouth in the room almost immediately snapped shut, Rook assumed that he was not alone in being impressed.

"You're all confused," Mantle spoke after the noise had finally stopped. "I'm not going to tell you how to feel or what to think, but I am going to provide you with the pieces to work that out for yourselves. Or, rather,  _he_  is." He held his hand out and, without even blinking, Rook took it and let Mantle pull him up onto the tabletop.

There was something thrilling about putting his filthy, dirt-covered boots on the spotless surface where Argyle had enjoyed his meals and his power. It felt wrong. It felt satisfying.

He spared a glance at Mantle but, when all he got in return was a smile, Rook realized what he was doing. The Corporal would say no more: he had carried them far enough. Everything else would rest with Rook.

He closed his eyes for a moment, taking a shallow breath, and was ready.

"I am Rook Blonko," he said. In the large, silent room, his voice carried far. It sounded smaller than he would have liked but, then again, that was fitting. "You all may know me as Ben Tennyson's partner who, until recently, was staying temporarily at this base as part of the yearly check to ensure that things were developing smoothly. I know that you have not heard the most flattering things about either of us but I ask that you not conflate the lies that you have heard with the reality that I am going to explain to you. Every last one of you deserves to know the truth about what has been happening." He paused, then added, "If at any point you wish to leave, I invite you to do so. You are under no obligation to believe me or even to listen. This is not about restricting your free will."

Even as Rook said that, several Petrosapiens got to their feet and left. He counted exactly twenty-one which, all things considered, was far less than Rook was expecting. Not all of the looks from the remaining soldiers were friendly or even all that open, but morbid curiosity was better than nothing. It was at least something that Rook could work with.

He cleared his throat. "To those who stayed, I thank you. The story that I want to tell you is not yet complete and it does not entirely make sense, but it began several weeks ago when Ben and I arrived on this planet…"

And so, Rook told them the truth. All of it.

He'd had lessons in public speaking before, of course, but Rook knew that he was doing it wrong. He couldn't keep from fidgeting, couldn't stop backtracking and correcting himself, couldn't manage to keep his gaze on the crowd when the ceiling looked so much less judgemental. He wasn't sure what he was saying, exactly, just that he was telling the story exactly as he remembered it and praying that it would be enough for the soldiers in front of him. No one had left while he was speaking, though Rook honestly couldn't consider that a blessing  _or_ a curse.

He could hear his pitch shifting upward as he continued. More sporadic, more desperate — less about humbly asking for help and more about shamelessly  _begging_ for it. Mantle would probably be ashamed but Rook refused to look over at him to be certain and the man didn't try to stop him.

The nervousness that Rook hadn't felt before had slammed into him at full force. He was dimly thankful that he hadn't eaten. The crowd seemed to fade away and Rook was just standing there, rambling to himself, cursing everything that had happened and blaming himself for it all. Had he just used a contraction? Too late to go back and apologize for the slip, not that Rook was feeling very apologetic. He couldn't breathe but he couldn't stop talking, either.

He wasn't a leader — he'd been kidding himself to think so. His sympathy went to Gwendolyn and Kevin, knowing how ashamed they had to be, watching him on the verge of a breakdown after putting so much faith into him.

"And it all  _is_  my fault," Rook insisted more to himself than them, as he'd suddenly become taken with staring at the ground, "because I never should have allowed the Plumbers — the organization that I admired and idolized for the better part of a decade — to convince me that my morals were bendable for the sake of their "greater good." Whether you like Ben 10 or not is beside the point because I have  _always_ looked up to him and yet I still found it within myself to lie and deceive him, daily, to his face, for the entirety of our relationship because someone whom I believed to be wiser than me said that it was acceptable. Expected, even. The only reason that Ben — my friend, a hero, and someone that you all ought to respect regardless of what you have been told of him — is captured and this planet is in danger is because I allowed it. I have my excuses and explanations but, at the end of the day, I could have prevented it. At the very least, I should not have let his anger drive me away when I _knew_ that he has always been a target."

Rook suddenly righted himself, forcing his head up to soak in the looks he was receiving. Confused. Sympathetic. Angry. Everything that Rook was feeling and more. He continued. "But I do not come here today to deliver a sob story and prostrate myself for some deluded sense of forgiveness from people who cannot offer it. I say these things, which I have not told even my close friends—" a nod in Gwendolyn and Kevin's general direction, "—because all of you in this room can sympathize with this story. You may not have done anything directly, but you have been complacent, and that is bad enough. A few days ago, there was a raid on the base I was staying in, as I have already explained. How many of you had friends injured in that attack, fighting your own people for reasons that were not explained to you? Before that? How many felt guilty as your orders to police the populace grew more strict? How many have tried protesting and disappeared not long after? I am sure that it was easier to ignore it — keep your head down and your mouth shut — but I can no longer stand back and watch the lot of you act like such spineless  _cowards_."

Without warning, Rook jumped down from the table. The room broke into scattered mutterings, indignant and ashamed, only to die off as his gaze raked across the room. He had never felt so impassioned before. The nervousness was gone but Rook wasn't calm, like before — he was practically shaking, abuzz with fury and righteousness and far too gone to stop before he had his say. " _Cowards_ ," he spat again, "like I was. Like a part of me fears that I still am. If you cannot accept that, then leave. The door is not locked. I am sure that your peers would think less of you for it but, if your complicit behavior up until now is any indicator, you must be fine with that. So do not believe me if you feel that it is the moral choice. I am not asking for your forgiveness or admiration or even your respect — I am asking you all to help your planet and the people that you care for while you still have the opportunity to make restitution. And I will not ask you to die for Petropia either, should you decide to follow me. I have no use for dead bodies and neither should you. People who have something to live for, a reason to claw for victory and life and refuse to give up… Those are the remarkable individuals who are going to get us out of this with a victory that is worth celebrating." Finally, Rook stopped. He took a deep, shaking breath. His chest ached. He was exhausted. He had to look absolutely ragged. After a moment, he added, "You know where the door is if none of this appeals to you."

In finishing, Rook's voice had barely been louder than a whisper. Considering how quiet it was in the cafeteria though, he wouldn't have been surprised if they could hear his heart slamming in his rib cage.

The crowd shifted for the first time since Rook started speaking. Had he not known any better, he would have thought that he was speaking to a room of statues.

His breath caught when he recognized who was standing. Sandwiched between a nervous-looking Popigai and Igneous, Kimberlite stood tall and proud. She looked no different than she had a few weeks before, nothing but a rookie cadet eager to prove herself better than all those around her. Rook understood — he had been that person, once, only without the ferocity.

Resigned, he prepared himself to be heckled or lectured. What Rook wasn't expecting was Kimberlite's tired smile.

"That all sounds suitably dramatic," she spoke loudly, making sure that her voice carried, "and I applaud your excellent speech, but it all leaves me with one question. The most important one and the one that you never answered." A pause. It felt as though the room itself was holding its breath. Just as it peaked — growing unbearable and making Rook itchy with anticipation while leaving him seconds away from impatiently demanding to know what she was talking about — Kimberlite chuckled. "Where do we start?"

The relief was so acute and crushing that Rook almost cried. Almost. He held his breath but, when no one made a move to leave and the eyes on him were painted with eagerness instead of malice, he let himself relax. It felt odd to be devoid of tension but Rook didn't care.

"We start by relocating all resistance troops to this base," he said after a moment. "It is most efficient to have all of our resources pooled into one place. I doubt that Argyle will be returning soon and even if he does, all the better for us to be waiting for him. After that…" For the first time that day, Rook allowed himself a smile, "...we plan our counterattack and save the world. Obviously."

That must have been the right words — thunderous applause rocked the room, nearly deafening Rook in its enthusiasm. He felt his smile widen, pride swelling in his chest as he looked out over the sea of cheering people. People he had an effect on, who he had somehow convinced to follow him. Just like Ben always did. Rook started to laugh but barely got out a chuckle before he was pulled to the side.

" _Rook_! Don't keep something like that from me ever again," Gwendolyn whimpered, eyes teary but filled with anger and affection. Her hands were on the alien's shoulders, squeezing so tightly that her arms were shaking as though attempting to cement Rook in place — to reassure her that he was solid and real and wasn't about to disappear. She didn't yell at him, as Rook had been expecting. Instead, she crushed him into a hug that literally took his breath away. "We can't keep him from getting into trouble, but we'll  _always_  be there to make sure it's never too bad. Never anything more than we can handle together," she muttered against his chest like a prayer. Gwendolyn said nothing else and, tentatively, Rook reached around to hold her as she quivered.

Kevin was soon at his girlfriend's side. He gave Rook an apologetic look before quickly scooping Gwendolyn into his embrace from behind. That only seemed to make her cry harder, clinging to Rook as Kevin ran a hair through her hair and whispered encouragements against her scalp. Rook knew that her tears weren't over anything he had said. He felt it, too. The weariness. The concern. The empty space next to them. How empty it all was without Ben's awkward mumblings and skinny arms hugging his cousin close in a clumsy attempt to console her.

There was a tap on his shoulder. Rook turned, not at all surprised to see Mantle. He blinked and the Petrosapien smiled, kind enough not to mention the sheen to Rook's eyes or the damp fur leaving a thin trail down his face.

"You did a good job," he said, motioning to the soldiers that were still making far too much noise in their celebration. "I know it doesn't mean much coming from me, Rook, but you really are a good leader. I'm proud of you. I think that if Te— um,  _Ben_  was here, he would be too." Mantle patted him on the shoulder again and let his hand drop.

As he turned to walk away, Rook didn't try to stop him, but he managed a smile. "It means something. More than you know," he muttered.

Mantle didn't look back but he did pause, steps faltering for a second before he shrugged it off and continued. As well as he tried to hide it, Rook still caught a glimpse of the smile on his face.

With a sigh, Rook turned back to his friends. He knew that there was no calming Gwendolyn until she finished going through the motions, so he didn't try. A sad smile came to his face as he gave her a squeeze. Rook wanted to apologize but he knew that she wouldn't accept it. He settled for closing his eyes and enjoying the small victory he'd finally had.

And if Rook let a few more tears slip, then they went unnoticed in the chaos of everything else that had happened.

**Notes for the Chapter:**

> Woah, emotions are hard. I know it might be OOC but it's not my fault that Ben 10 isn't an emotionally charged show! Anyway, I'm hoping that Rook's speech is as meaningful as I intended it to be.
> 
> (Pfft, have you guys figured out what Rook's character arc is, in case I didn't hammer it home hard enough?)
> 
> **Chapter Twenty-Three: _Familiarity Breeds Contempt_**


	25. Familiarity Breeds Contempt

**Summary for the Chapter:**

> Patience considered him for some time. "How much do you know?" She asked with surprising gentleness.
> 
> After his past experiences with Patience though, Rook wasn't all that convinced. He chose his answer carefully. "Enough."

After everything was said and done, a bizarre sort of calm settled over Rook. He looked out over the crowd of Petrosapiens that believed in him enough to risk their lives and accepted that: the immense responsibility and honor that it was. For a brief moment, he could see every decision that led up to that moment laid out before him in distinct succession. And he was okay with all of it — even the unsavory parts.  _Especially_ those parts.

He knew what needed to be done next, too. He had told Kimberlite that they were going to merge the two factions into one team, for a fight that they couldn't afford to delay any longer. That was true, though it was highly simplistic. Rook had building suspicions that couldn't be ignored and he intended to get answers before anything irreversible happened.

Despite all the evidence to the contrary, Rook still didn't _feel_ like a leader. Not that it mattered much — like it or not, his designation now was to lead and he was going to do his best.

No. Rook would have to do  _better_ than that. He owed it to everyone.

"You realize that I cannot responsibly hand over full control of the base to you," Mantle was saying as Rook tuned back into reality. "I don't doubt that you've had training in these areas, but that still puts you a far cry from being able to efficiently manage all of it."

They had left the cafeteria a few minutes before so it was only Rook, Mantle, Gwendolyn, and Kevin in the small office where they were talking. A huge chunk of their conversation had gone in one ear and out the other but, strangely, Rook wasn't too concerned about what he might have missed. It wasn't like him to be dismissive. Then again, it wasn't like him to be the leader, either. It seemed that Rook would have to get used to trying new things.

"I understand," said Rook flippantly. "I would not know how to manage the finer details, anyway. That seems to be something that is better left to the professionals. You have more experience with it than I do."

Mantle gave him an odd look. "But weren't you promoted to the rank of magister?"

Ah. Right. Rook shifted in discomfort, looking away. "The, um, circumstances around my promotion were very…  _unique_."

The fact that Rook wasn't making eye-contact probably said a lot. Mantle stared at him a moment longer before heaving a sigh that made his entire body deflate. "Are you telling me that you were  _seriously_ promoted from cadet level immediately to Magister?" Rook's silence was answer enough. The sound that Mantle made was somewhere between amusement and exasperation. It wasn't unkind, which was a bigger relief than it should have been. "Of course they did… In that case, consider me as your second in command, Magister. It's time that you learn the ropes."

Rook looked up, startled. Even Kevin was eyeing the Petrosapien like he'd lost all semblance of common sense. Ignoring everything else wrong with his proclamation, Rook focused on the thing that stuck out to him the most. "But I am not a magister," he managed. "I was discharged automatically for destroying my Plumber badge and slandered as a traitor. There is no exceptions."

"Plumber badge?" Mantle looked at him quizzically, leaning back against the peranite desk. He reached to his side, grabbing his Plumber badge from its place clipped to his belt and holding it up. "You mean like this?" There was a deafening crunch sound as Mantle squeezed. Metal shards covered the floor in front of him as the badge fell to pieces in his fist.

Gwendolyn gasped, lurching forward seemingly on autopilot. All Rook could do was stare with his eyes big and jaw unhinged. "Corporal, you—!" She fumbled for the pieces, shocked. "How could you just…? But, your rank!"

The pieces of the badge that Mantle still held were unceremoniously dumped on the desk. He shuffled through them for a moment before pulling out a small piece that looked like a thin, grey tube. "They were bugged, anyway," Mantle muttered. "I hope that Argyle enjoyed that sneak peek of what's coming for him." He crushed the listening device like a grape, grinding his fingers until it sprinkled down over the floor like a fine powder. Only then did he shake his hand clean and turn to the offworlders. "It's just a badge. And if Petropia is destroyed, then it wouldn't even be that. All of those soldiers out there are going to have to be willing to do the same if we want to get anywhere. Besides," he managed a smile, "the doors around here are made of peranite. It's not as though I'll have difficulty getting them open."

There was a contemplative look on Kevin's face. He looked from the scattered remains of the badge to Mantle, quiet before eventually saying, "You aren't worried about being labeled a traitor? What if they never give you back your rank or let you into the Plumbers again? You're really okay with that?"

By way of answering, Mantle shrugged. The gesture was so casual and  _normal_ that Rook almost laughed at the absurdity. "I don't need a badge to do the right thing," Mantle said seriously. He glanced at Rook. "I never did end up reading your file, Rook, but if I had to guess, I would say that you've done more for the well-being of the universe since you gave up your badge than you  _ever_ did as an official Plumber." When Rook didn't answer, he arched an eyebrow. "I'm right, aren't I?"

Was he? Rook bit his lip, swallowing the knee-jerk reaction to protest as he thought about it. As a Plumber, he had done plenty of impressive things as Ben's partner. Plenty of meaningful, world-changing things. But that wasn't what Mantle meant, was it? Most of those could be attributed to Ben doing the brunt of the work, anyway. He stood by the idea that Ben would be lost without someone watching his back, but that didn't change the fact that when Ben created the universe (twice), or stopped the Incursean invasion, or saved Galvan Prime that Rook had very little to do with it. Those weren't things that Rook could consider  _his_ achievements, as much as it pained him to admit.

But, as was so painfully evident, Ben wasn't around. He wasn't there to do the heavy lifting. Thinking back, did anything that Rook had done in the past compare to all he'd managed to accomplish in the last few days alone? Granted, he'd had Gwendolyn and Kevin but, he realized with a start, they were  _his_ backup. Rook kept insisting that he wasn't the leader type, but he'd been leading them without evening having to think about it.

A smile subconsciously stretched Rook's lips. "You are right," he said quietly.

Mantle chuckled good-naturedly. "I often am. So, now that that's settled, why don't we see about getting the rest of your manpower up here and formulating a plan before the cadets try taking off by themselves? They're so excitable right now that they just might try it."

Funnily enough, Rook believed him.

"Can we take one of your ships?" He asked. "It would lend some credibility to our news and it would be faster and less exhaustive than asking Gwendolyn to fly us there again." Rook nodded his head toward his friend for emphasis.

"You can fly?" Mantle looked faintly surprised as he sized her up and down. "At your age? In human skin? With no formal training?" He was quiet as Gwendolyn squirmed under his stare, uncomfortable, then Mantle grinned. "The rumors about Ben 10 and his allies are somehow less impressive than the reality. It's a rare thing when that happens. But to answer your question," he redirected his words to Rook, "yes. Absolutely. Take three, if you want. Anything to get your people over here as fast as possible so that we can get on with this. As a side note, at some point, you should also make sure that you remove all the bugs from the radios. All of our normal cruisers have probably been tampered with. Nothing Plumber-brand on this planet should be trusted at face value," he warned.

Kevin and Rook shared a glance. It had been a while since Rook had gotten to work on anything mechanical beside his Proto-Tool and even if taking apart a radio was ridiculously simplistic, he would take it. He could tell that Kevin felt the same, as his friend grinned.

"Consider it already done," Rook said smoothly. He stuck out his hand. Between the two of them, using an Earth greeting felt fitting, somehow. Mantle must have understood because he only hesitated a moment before grabbing Rook's hand in turn, giving a firm shake. "And, thank you, Corporal. For everything."

"Save the thanks for after we come out of this alive," the man said dismissively. "I'm not holding my breath with you three either, but you're this planet's best shot. And as much as I disagree with Tennyson, well…" Mantle tried and failed to suppress a smile. "I suppose that our chances could be worse."

"Not exactly a ringing endorsement," Kevin remarked dryly.

He didn't get a response from Mantle to that — why bother, when Kevin had a point? Their chances of success were depressing, to say the least, but Rook had managed with less favorable odds before. Realism was irrelevant. They  _were_ going to win and Rook was going to make sure of it.

Before they left the Plumber base, Gwendolyn did end up dragging her companions to the cafeteria. They still had some human food shoved in the back of the freezer and, after she fried meat and eggs that thankfully had not spoiled, Rook  _finally_  understood why Ben liked breakfast foods so much. It was overcooked and dry but, after so long with eating whatever was available to get by, Gwendolyn's rushed meal tasted  _heavenly_. Rook hadn't realized how hungry he was until he took that first bite and his stomach cramped painfully, demanding more. It wasn't as good as a few more hours of sleep would have been, but Rook felt refreshed and Gwendolyn looked pleased. In that respect, it was a positive for their group. At that point, Rook would take good news where he could get it.

They didn't lag behind in the kitchen, though. True to his word, Mantle had arranged a ship for them to take back to Arkein base. Just one — it was good-sized and Rook didn't feel like a second one would be necessary.

On the base's airstrip, Kevin took the lead, admiring their Plumber-approved ship eagerly. " _Nice_ ," he commented with a low whistle as he reached up to pat the underside of the hull. "This isn't your standard cruiser. Where did they get the money for one of these babies? The G-8  _Bullet_  isn't supposed to be out for another  _year_. They say it goes from zero to three-fifths lightspeed in  _seconds_."

A part of Rook couldn't help but be excited. Kevin was right — the ship was sleek and aerodynamic, fresh off the showroom floor and polished so thoroughly that the hull could have functioned as a mirror. It was a marvel to look at. Its size meant that it wasn't terribly fast, but its takeoff metrics were unparalleled.

Rook almost thought to race Kevin to the controls, when Gwendolyn scowled. "It's Argyle's private purchase," she said stiffly. "Looks like  _genocide_ is pretty profitable. He could afford all the latest trinkets before anyone else."

After that, the G-8  _Bullet_  seemed far less interesting. In the end, Rook got the dubious honor of flying it. Their destination was a little over a mile away, so it wasn't exactly  _far_. Rook was expecting the ride to be silent after what Gwendolyn said but, as he was initiating the launch sequence, Kevin surprised him by speaking up from the co-pilot chair.

"So, what's the plan, boss?" He asked, only half-joking. "They're probably not gonna be eager to believe us — "they" meaning "Patience." What's your strategy? Knock her out and run?"

Luckily, Rook  _had_ actually put thought into that. "Nothing quite that dramatic," assured Rook. He double-checked the instruments (not wanting a repeat of the incident with an overheating FTL drive) and started the ship forward, gradually beginning to pick off of the ground. Once they were steady and maintaining altitude, Rook continued. "I would like to go in myself. I have...  _things_ to discuss with Patience, but I think I can make her see reason. Meanwhile, I will also be directing other Petrosapiens out. I want you both to handle getting them on board and answering their questions. After, I assume that I can fly this ship back while Kevin follows with the Rustbucket. They do not own any ships so it should not be a problem." He blinked, suddenly looking sheepish. "Is that alright?"

"'Course it is." Kevin punched him in the shoulder good-naturedly. "Rook, if we had a problem with you taking control, you  _know_ we wouldn't hesitate to tell you."

"Definitely not," Gwendolyn agreed, amused. "Trust us. You would know if we were unhappy." She bit back a laugh.

Relaxing, Rook smiled. "Thank you. Not for this, but… everything since you arrived here. I know that you both have normal lives to lead and I cannot express how much I appreciate that you came. Had we not gotten back up when we did…" He trailed off, unable to finish, but he didn't need to.

His statement earned an incredulous look from Kevin. "What? No, dude— Did you seriously think that if you or Ben ever went missing, we  _wouldn't_ be heading the search and rescue mission? I can get a new job anytime." He flicked his wrist dismissively.

"And I have plenty of makeup assignments or dozens of other colleges scrambling for my admittance," Gwendolyn added. "Ben's always doing that too, you know. Pretending that he's somehow a burden just because we moved to a different city. A normal school day and regular working hours are nice and all, but those things can be replaced." Her expression softened. "You two can't be."

Under better circumstances, Rook would have hugged them both for that. He almost got up and did just that but had to forcibly swallow the lump in his throat and turn his gaze back out the window. "We are here," Rook said evenly.

The familiar mountain that topped the underground base seemed minuscule from up in the air. The G-8  _Bullet_  stopped as smoothly as it took off. Rook lowered the ship almost directly down, the engine purring away with barely any effort as he touched down neatly outside of the garage door that served as the quickest way in and out of the base.

He shut off the engine and, slumping in his seat, Rook shot his friends a weary smile. Begrudgingly, he straightened and got to his feet. "If I am not back in half-an-hour…" Rook paused, "...then please assume that Patience has killed me and insure that my body makes it back to Revonnah for a traditional burial."

Gwendolyn rolled her eyes, standing up and shooing Rook toward the door. "Don't be melodramatic," she chastised, even though Rook hadn't been joking. "You get half-an-hour. After that, I'm sending Kevin in after you, alright?"

"And you  _definitely_  don't want that," the Osmosian chimed in. "Not unless you're a fan of public humiliation."

Rook felt his lip twitch as he suppressed a smile. Eventually, he would thank them properly for being such good friends. Now wasn't the time, though. All three of them had their assignments and it was time that Rook got started on his. Half-an-hour was being generous — he would only need ten minutes at the most.

Luck was on his side. The garage was being monitored by a bored male who barely spared Rook a glance, letting him in without comment or question and going back to staring at the wall. Inside, the halls were still mostly empty. Rook started toward the infirmary, knowing that the person he was looking for  _had_ to be there. But he didn't even get that far before turning a corner and nearly running directly into her.

"Woah!" Xo'onotlite grabbed Rook's shoulders on impulse to steady him, looking faintly surprised before she smirked. "We've got to stop meeting like this."

He shook his head, brushing her hand away in the hopes that she would be able to see his urgency. "I need your help. It is important. I—"

"Stop." The Petrosapien held up a hand, looking severely unimpressed. "Rook, you've been gone for nearly three days. I haven't seen anything from you since before the Plumber attack. What's been happening? I've tried asking around but either no one knows, or no one's talking. Other than the people Patience handpicked to help with some  _assignment_ , I'm as in the dark as everyone else in this base."

At first, Rook didn't know how to respond. Three days? Had it really been that long? Time blurred together in his head and Rook could no longer tell the distance between one point and the next. It hadn't  _felt_ like three days, but then again, time passed differently on Petropia. He was upset to learn that Patience hadn't been telling her foot soldiers anything useful, but not surprised. It made him thankful for his own choice back at the Plumber base.

He forced those thoughts away.  _Focus_. "And you deserve all those answers and more," Rook agreed, "but it is a very long story and I do  _not_ have the time to explain it to every Petrosapien here one at a time. I have made a truce with the Plumbers and they will be assisting our operations. First things first, I need  _you_ to get the rest of the soldiers, injured and healthy, onto the Plumber ship parked outside. It is  _urgent_." He wasn't on his hands and knees but, even so, Rook hoped that she could tell how desperately he was. He was nearly begging.

Xo'onotlite paused. She looked at him hard, her gaze critical. Whatever she found in Rook's eyes, she must have approved, because she slowly nodded. "Fine," she said unhappily. "I'll do your job, Rook. But if you don't start talking as soon as we're at the Plumber base, you're going to have dozens of Petrosapiens willing to kick your ass, not just me."

She started to turn away when Rook stopped her. "One last thing. Is Patience in the infirmary?"

That made Xo'onotlite scoff. "That's  _hilarious_. No, of course not. She's in the conference room. Only leaves to take care of the essentials and then she's right back inside, with all the other soldiers under strict instructions to keep their mouths shut. Why?"

Finally, things were working in Rook's favor. He shook his head. "I need to speak with her. Go on — I will meet you and everyone else outside in ten minutes."

Or more, depending on how right Rook was.

After Xo'onotlite left, Rook made no move to go to the conference room. He didn't need to — as soon as Patience caught wind of what was happening, she would find him all on her own. And Rook had his suspicions, but he knew that he couldn't bring them to her without something to back up his claims. She was too stubborn and smug to listen to unfounded accusations.

Rook paid attention. Patience and Murowa had the same prominent flaw — they were both overconfident.

He turned away from the conference room and the infirmary, heading to the hub and, without hesitation, taking the forbidden path into the restricted session. During his initial tour of the base, Patience had simplified things by describing the area as something of a "personal quarters" for herself. Her initial description hadn't been far off.

A quick once over revealed that the tiny hallway held three doors. The first was a small, private shower area. It was uninteresting. Next, there was a bedroom. It was so simplistic that Rook found it hard to believe that anyone lived in it. That in and of itself was noteworthy.

Even Rook, who was constantly teased by friends and coworkers for the lack of personalization in his bedroom, had  _some_ personality in his décor. He had a potted, leafy plant that he watered every morning. There were two framed photos on his nightstand: one was a traditional portrait with his family, and the second was one of himself and Ben, celebrating Rook's first Christmas on Earth. He had a bookshelf with handbooks and scholarly texts, all on human subjects.

There was nothing like that in Patience's room. The peranite bed slab looked slightly worn, but there was a thin layer of dust covering the unused bookshelf embedded in the wall, the empty nightstand, and the solitary chair in the corner. Other than the various armors taking up space in her closet, Rook would have believed it if someone had told him that the room had never been used. The absences said far more than Rook was comfortable with admitting.

The last room was locked. A well-placed blast from the Proto-Tool encouraged the door to swing open when Rook tried it a second time. He stepped inside, blinking in mild surprise. Compared to the absurdly normal rooms he'd already been through, the new one looked like a dumpster fire had been hit by a train.

It was some sort of office. There were peranite slabs everywhere, covering every inch of the desk and the floor all around the room. In some places, they stacked high enough to brush the ceiling, swaying unsteadily. More than a few were broken. Whether on purpose or by accident, their shattered remains made the floor shimmer where it could still be seen between piles of slabs. All of the writing was in the Petrosapien language, which was disappointing, but not a deal-breaker. Patience had an old computer crammed into the corner of the desk. Considering how bad she was with technology, Rook had no worries about being able to hack into it.

Unconcerned, Rook picked his way over to the desk carelessly. The stacks of peranite slabs teetered dangerously but were ignored. He plugged his Proto-Tool into the computer, letting the program for decrypting passwords run as Rook turned his attention to something that had caught his eye.

Almost indiscernible against the rest of the peranite in the room, there was a thin slit that clued Rook into the fact that the desk had a drawer. He didn't hesitate to pull it out, rifling through the miscellaneous objects with mild interest. There didn't seem to be any pattern to what was tucked into the narrow drawer. Some spare wires, a scrap of cloth for polishing, a jagged stylus, a delicate-looking bracelet, and… His fingers brushed a worn bit of paper tucked into the far corner, piquing Rook's interest.

He gently grabbed the corner, pulling it out. It wasn't paper, like Rook first thought — it was an old photograph, likely printed on imported papyrus. It was soft around the edges and the colors were faded from the passage of time, but the image was still discernible. It showed four Petrosapiens, posing for some sort of family portrait. The man and woman — presumably husband and wife, or the Petrosapien equivalent — were unfamiliar, but the children… Even as young as she was, the Patience in the photo had that same fiery determination in her eyes as the one that Rook knew in the present, though she seemed more cheery in the photo. The boy next to her, younger by a decade or two, looked like a stranger at first but Rook would recognize those golden eyes anywhere. Everyone in the photo looked so disgustingly happy. It was obviously a tender moment.

Rook set the photo down, his face perfectly blank, and turned to the computer.

His program had finished getting him access in only a minute. He was right, then — Patience really was bad with technology. She must have been willing to gamble on no one ever getting access to her computer instead of swallowing her pride and asking one of the many tech-savvy people in the building for their assistance. Rook started skimming through files, already having a pretty good idea of what he would find.

He lost track of how long he spent going through Patience's things. It could have been five minutes or twenty — Rook honestly wasn't sure. He saved everything interesting onto his Proto-Tool as evidence. Actually, he was finishing up and getting ready to shut the computer and move on when Patience  _finally_ caught up with him.

"Angry" was too kind an adjective to describe the look on her face. When Patience swung into the room to see Rook helping himself to her personal files, she bristled with fury, seemingly growing in size. Her teeth were bared, eyes narrowed into slits so thin that Rook couldn't see the color of her irises anymore. Where she gripped the doorframe, Patience squeezed so hard that the peranite shattered beneath her hands. She didn't seem to notice.

Very deliberately, Rook folded his Proto-Tool back into its default position and set it over his shoulder without breaking eye contact.

It had the desired effect — Patience lurched forward, shoving her way through the room to the sound of peranite slabs cracking and shattering as the careful towers collapsed. Rook didn't try to stop her. He held himself still as she grabbed him by the front of his armor, picking Rook off the ground with ease and slamming him into the wall above the desk. One of her arms elongated, fingers melding to meet in a sharp point that she pressed against the swell of Rook's throat. Her eyes were practically on fire as they drilled a hole in him with the intensity.

" _What_ ," Patience hissed, " _do you think you're doing_?"

There was a beat. Rook gave her a considering look. "Do you mean right now, or in general?"

A part of Rook was surprised that she didn't run him through for that comment alone. Patience jostled him roughly against the wall and the uneven edges of her arm drew blood as she pressed with intent to suffocate Rook.

He choked involuntarily, which was apparently what Patience had been looking for. She relaxed her arm, if only marginally, though she looked no less livid. "You're commanding  _my_  men to leave the base, taking  _my_ equipment, the injured, the collaborative plans…" She forced herself back on topic, giving Rook a hard look. "Why? For what? Are you admitting that you've been a spy for the Plumbers all along?"

Unable to help himself, Rook chuckled. "No. Is it really so difficult for you to wrap your mind around the idea that someone can want the same thing as you but disagree with your method?" And, because Patience was too insulted and shocked to respond, Rook took it upon himself to keep talking. "Although, I suppose that is not quite right, either.  _You_ want to defeat Argyle and  _I_ want to help the people of Petropia. Only one of us has selfish motives."

That sent Patience absolutely reeling. " _Selfish_?" She sputtered, her face flushing with the insult. "I've sacrificed my  _life_ for this! All I've ever done is work toward the betterment of my people's futures!"

"No." Rook shook his head calmly. "You have been working for the betterment of  _your_ future. I did some thinking and came to the conclusion that you take Argyle awfully personally for someone that you supposedly only knew for a short amount of time. I have done some detective work. How is this?" He cleared his throat. "You were raised in a well-off family. Your parents were dotting people, but they wanted a second child. Which is where you first met Argyle. He was your brother." Rook felt around for the picture from before, grasping it and holding it up to Patience's big, uncomprehending eyes. "Am I wrong?"

She said nothing for a long moment. Then, as though feeling for something that she couldn't see, Patience lifted her hand to gently take the torn photo. "We were so young when they died," she breathed. Abruptly, Rook was dropped. He fell to the desk with a loud clatter that Patience didn't seem to notice.

Silence. Rook did his best not to move, wary that she would lash out in anger again. But when the quiet stretched and grew uncomfortable, he bit back a sigh and said the first thing that he thought would be appropriate. "How young?"

Based on the sharp glare that Patience sent his way, that had  _not_ been an appropriate question. But, surprisingly, she said nothing. She didn't even attempt to hurt him. Instead, Patience considered him for some time. "How much do you know?" She asked with surprising gentleness.

After his past experiences with Patience though, Rook wasn't all that convinced. He chose his answer carefully. "Enough."

Patience nodded as though that made perfect sense. In that same soft voice from before, she said, "You realize that I'm going to have to kill you for this, Rook."

"I thought that you might feel that way," he acknowledged grimly. "You are more than welcome to try, of course. But I am not the type to go down easily. And if you somehow manage to succeed, you will have plenty of people waiting outside to answer to." Rook smirked faintly. "I am curious to know how you might talk your way out of  _that_."

She said nothing, but the silence was answer enough. Carefully, Rook picked himself up and slid back onto the floor. Once he was on steady feet, he turned back to Patience. "How young?" He repeated.

That got him an unhappy look from Patience but she didn't bother to threaten him that time. She sighed, almost wistfully, and turned away. "It's been about two hundred years now, give or take a few decades. We were born into the same family a few decades apart. They were lovely people. I was only around seventy years old and, there was an accident…" she shook her head, grimacing at some awful taste in her mouth. "No one's fault, really. I think that's why I took it so hard. There was a malfunction with a transport platform. Frayed wiring. What made it to the other side—" Patience broke herself off with a shake of the head. "There was barely enough left of them to hold in my hand."

Strangely enough, Patience didn't seem too upset by it. The way that she recounted the deaths of her parents was detached and cynical — like she was describing the plot of a movie and not her past. Rook arched an eyebrow. "You do not seem very torn up by the memory."

Instead of getting riled up, her reaction was mostly one of amusement. Patience scoffed, gesturing dismissively. "Oh,  _please_. You carbon-based lifeforms have such a narrow view of the world. It was over two-hundred years ago and I was still young. I don't remember either of them too well. Besides, if  _that_ was where the story ended…" She made a face. "...then I wouldn't be here today."

Given what he'd seen on her computer (admittedly, not as much as he had led her to believe), Rook took a stab at the next part. "There were no relatives willing to take you both, correct?" He gestured at the photo. "You and Argyle were forced to raise yourself in poverty. It must have been awful," Rook said sympathetically.

"It wasn't all bad," she said uncaringly. Something in her eyes softened for a moment before Patience quickly smothered it. "But, yes. It was difficult. He was the younger by about three decades, so I ended up taking something of a motherly role. Even back then, I would sometimes forget how close we were in age. I'd forget that he was supposed to be my equal. He was so devastated, back then. He wanted someone to parent him and I wanted someone to take care of. It made me feel in control, I think."

Despite what she'd just said, Patience didn't look very in control at the moment. Actually, she looked to be on the edge of stabbing someone. The picture still clasped in her grip would end up torn if she kept manhandling it like that. Between himself and a piece of paper though, Rook was content to stand back and let her pace for a minute or so.

Even if he hadn't gone snooping, Rook would have been able to guess at what came next. "And then Argyle betrayed you."

The Petrosapien winced at the sound of his name, whirling to shoot Rook a scathing look. When he didn't react, she clenched her jaw in frustration and continued. " _Yes_. Gradually, we clawed our way out of those gutters. I ended up doing a lot of things that I wasn't proud of. Him, too. But it paid off. We got back to respectable society, bought a place to call our own, and got legal jobs. Guilt is a funny thing, though…" Patience glanced down at her hands, flexing her fingers, as though still able to feel clear blood running through the cracks. "So we signed up for the Plumbers. Both of us. At first, I was leaps and bounds better than him. I was passing classes almost before they could enroll me in the next one. They called me a prodigy, the best student trained there in a century, said that I was going to change the galaxy, and he—" She flinched away from her own words, unable to finish.

That part, Rook didn't know. But he thought about what he'd read and was able to make a decent guess. "He was always a problem child," Rook prompted. "Stealing not for the necessity, but for the thrill. Taking too much pleasure in blackmailing people. Too eager to resort to violence to get his way. Always good while you were looking, but as soon as your back was turned…"

The fight must have left her entirely because all Patience did was slump her shoulders and nod. "Yes," she admitted, barely louder than a whisper. "He was my brother. He was all that I had. I'll never know the specifics, but he  _changed_. He started making friends in bad circles. His Academy grades slipped, he got in trouble more, he obviously didn't respect a single officer there. We stayed close, barely, until he was transferred to a more intensive Academy and stopped trying to contact me altogether, even after he'd graduated. I stayed on Petropia and worked my way up to Magister, hoping that he would come back, and when he did—" Her eyes closed briefly and, when Patience opened them again, they burned with the fiery passion that he'd thought her incapable of. "He _ruined_  me. All of my Credit, everything I owned, my status, my reputation—  _gone_ , in only weeks. Taking the role of Magister was just an extra kick, telling everyone that I had died because, for all intents and purposes, he  _had_ killed me. And he wanted me to know it, too. That  _thing_ —" She snarled the word, " _"Argyle"_  or whatever he wants to call himself, is  _not_  my brother. He killed my brother. Destroyed him, the same as he destroyed me. And I'm not going to rest until the same happens to him."

Slowly, Rook nodded. He couldn't pretend to know what Patience had to be feeling, but he did understand, to an extent. A betrayal like that? Giving your childhood up to raise a person? Trusting them more than  _anything_? Having that safety net burned underneath you? Rook could empathize. There was a deep-seated catharsis in finally knowing what motivated Patience. It made what he was about to do a lot easier.

"Taking all of this into account," Rook said slowly, "I think it is for the best that I assume your duties as leader."

The statement took a moment to settle. Maybe she was surprised by his boldness or still thinking too hard about her brother to have heard him. After a moment though, it sunk it. She somehow managed to look both pale and flushed at the same time. "You  _what_?" Patience seethed, hands curled into fists at her sides. "No. You'll do  _no such thing_. I've put too much work into this for an  _offworlder_  to just swoop in and—!"

"I was not asking for permission," Rook cut in calmly. "I was informing you of a fact. It is not a negotiation."

Behind Rook's composed exterior, his heart was slamming against his ribs. His mouth was dry, his hands clammy. If he got himself killed with this stunt, Gwendolyn was going to  _annihilate_ him. But if he had pegged Patience's personality correctly, then she ought to avoid attacking and, instead—

"What makes you think that you could pull off this little  _coup_?" Patience hissed. "They'll never follow you over me. They  _know_ me. They  _trust_ me."

That made Rook shake his head. "No," he said with unshakable conviction. "They are  _scared_  of you. Much like how most are scared of Argyle. There is no trust without respect and you have not earned it. You have actively  _sabotaged_ this group's efforts, delaying saving the planet in exchange for a petty "blaze of glory" revenge. You sent us all into a set-up, forced Ben and me apart to weaken our morale, lied about having other bases in order to lull your soldiers into a false sense of security — all to focus on Argyle." Rook grimaced in disgust. "You are far too self-serving to be a leader."

Her face deepened in color as she colored with anger but, this time, there was no retort. Rook had laid it all out simply for her and there was no dispute to be had. Instead of arguing, what Patience said was, "So, now what? Is this where you tell everyone? Have me ousted from my own group as revenge?"

"I thought about it," Rook said, though he'd done no such thing. The important part was her reaction. Patience tensed, exactly as he knew she would, and her breath caught.

He was doing a cruel thing by twisting her emotional manipulation back onto her. He was aware of what he was doing, of the hypocrisy in his actions. By pretending to care about her checkered past, Rook had presented himself as the only person to give a damn. Subconsciously, she trusted him. And he was going to crush that.

If Ben had been there, he would have been ashamed. Rook shook the thought away — erased the mental image of the disgusted way Ben would look at him — and told himself that he didn't care.

Was this fair? Was it  _justice_?

After a long pause, Rook finally continued. "I will not tell anyone what we have discussed here. All I ask is that you step back and do not attempt to assume a leadership role. You have done enough damage already."

Of course, Patience sneered at him, but there was something beneath that — a flicker of doubt, almost like she was hurt.  _That_ was what Rook had been hoping for. "So that's it, huh?" She snapped. "You couldn't handle me on even ground so you've resorted to blackmail to get the control that you want?"

It was a fight not to show any visible reaction to that. Guilt stung like bile in the back of his throat and Rook choked it down. "I am sure that you will live with it," he said icily. "It is not as though you have not done worse."

She fell silent. Even though an answer didn't come immediately, Rook had no doubt as to what that answer would be. What other choice did she have, really? Blackmail was an all or nothing deal. Rook hadn't wanted to do it — hadn't even  _entertained_ the thought for as long as he could avoid it — but he had similarly been backed into a corner. It was inevitable that he would be forced to wrestle control from her, eventually. Patience would never listen to reason, but  _force_? That was something that she understood.

Before Patience could say anything, there was the sound of a door slamming open and heavy metal footsteps. Kevin, made of the metal hull of the Rustbucket, came swinging around the corner with a scowl on his face. "Thirty minutes, Rook," he growled. His eyes flicked over to Patience and his frown deepened. "I'm not  _interrupting,_ am I?"

His tone implied that he didn't really care one way or the other, but the way that Kevin had inched into the room and was subtly positioning himself between Patience and Rook said the exact opposite.

It wouldn't come to that, though. Patience had made her choice. "No, of course not." She shot Rook a glare. "Fine. It's a deal. Never speak of this again." And that was that — she turned sharply on her heel and left. The door that led back out into the main base slammed with a resounding clang behind her.

Once she was gone, Kevin waited another moment or two before relaxing. The green metal encasing his body slipped away and, when he turned to face Rook, he looked no different from any other human. "So," he said conversationally, "mind telling me what that was about? You're fine, right?" His eyes raked over the ruined peranite slabs surrounding them. "If she did hurt you, y'know Gwendolyn'll probably skin her."

Rook snorted. "That would be highly insensitive for an Anodite to do. But it is irrelevant because I am fine." To prove this, Rook gestured at himself. It took another minute for him to remember that his current appearance was less than ideal, but it didn't seem important. He gave Kevin a grateful look. "Thank you for coming when you did. Are we ready to leave?"

"Not yet," Kevin replied. He stepped out of the office, hanging back to let Rook pass in front of him. "Still loading up everyone who got injured. But, after that?" He shot Rook a smirk. "It's all in your hands,  _Magister_." Kevin was teasing, of course, and yet…

 _"Magister,"_  huh? Rook smiled to himself. Maybe he could get used to that, after all.

**Notes for the Chapter:**

> God, this chapter was difficult to write. Can you tell? But at least now we have backstory, so hey, it's not all bad. But oh, Rook. My, how the mighty fall. This really makes you ponder the morality of his actions, which is one of my favorite themes to write about. And which will be discussed more in-depth in the next chapter.
> 
> There is actually a lot of backstory with my OCs that I've been thinking about it, but there's just no good way for me to put it into the story without detracting from the plot. And I'm pretty sure that no one wants to waste time on my OCs when we could be focusing on Ben and Rook. I have backstory where it's relevant to the current happenings, but most of it is just hints in a single line of dialogue that you readers can guess the implications of. I thought about doing oneshots focusing on my OCs, but to be honest, who would wanna read that? Maybe after the epilogue, in that chapter where I talk about the development of this fic, I'll just talk about the backstories I have in my head. That'll be interesting, huh?
> 
>  
> 
> **Chapter Twenty-Four: _Between a Rock and a Hard Place_**


	26. Between a Rock and a Hard Place

**Summary for the Chapter:**

> Before Rook could start making groups and initiating any sort of attack, he knew that he had to root out whoever had betrayed them and given Ben to Murowa in the first place. He had put it off long enough, given everything else that was going on. He had two good suspects and it was time for Rook to sort them both out.

There was still a lot to do in a relatively short amount of time but, for the first time in a while, Rook felt confident that they could handle it. Or, at the very least, he told himself that he was confident so that he wouldn't think about the astronomically low chance that they had of success. There were so many unknowns, so many variables, so much that could go wrong…

The biggest problem was, arguably, the fact that Rook had no idea when Argyle was going to attempt to blow up Petropia. Based on what he'd seen in the satellite and on Murowa's blueprints, the device that allowed them to harness the self-destruct energy from the Omnitrix was complete. It would only need a few more things tweaked, maybe some math needed to be rewritten, but there was technically nothing stopping them. Did Argyle know something that Rook didn't? Was he waiting for something? The paranoia was Rook's biggest roadblock. Despite everything, and not for his lack of trying, he  _still_ didn't know any of the motives or explanations behind all the awful things that were happening on Petropia.

It was maddening, but it was ignorable. Rook had more important things to deal with.

A few hours previously, he had left the Arkein base in a Plumber cruiser filled to bursting with soldiers both injured and healthy. The only plus side to the hassle was that Rook was able to count how many soldiers Patience had actually commanded. In total, the number was a staggering seventy-nine.

The change in scenery and management had probably been jarring for them, but Rook hadn't been able to stay around and help them through it. He assigned Mantle to help everyone through the transition by getting them Plumber uniforms (more durable armor could only be a good thing) and setting them up in bedrooms for as long as they were staying. Xo'olonite stayed with Mantle to help ease some of the suspicions that the members of the rebellion group still had. After spending a year fighting authority, it was somewhat difficult to start working with the enemy.

At the moment though, Rook was in the center hub of the Plumber base. It was an enormous room shaped like a flattened sphere. Three of the four walls were one-way windows and it was big enough to fit the entirety of Arkein's small base and still have room to ease around the edges. He was at the head of the room, bent over a large computer bank that displayed some of the files he'd taken from Murowa. In front of him, spread over every spare inch of the desk, was slabs engraved with all that he couldn't deduce on his own.

It was filled with people, all hurrying to complete a different task. There were analyzers, translators, recorders… Rook was willing to admit that Patience had had the right idea when she'd assigned groups of people to handle specific chunks of data. But whereas her groups had been made of about five Petrosapiens each, Rook had a dozen in his. He wanted to know as much as possible as soon as possible. He didn't bother with the secrecy or hiding information from the rest of his soldiers by hand-picking a select few to be privy to his plans. He had promised that these soldiers would know everything, so they were going to know everything.

Everything on paper, anyway. Rook had plenty of things churning in his thoughts that he didn't say aloud. He knew that there was a traitor somewhere in the Arkein group, but the way he saw it, they were only dissecting information. It was all something that the enemy was already aware of. He wasn't risking anything by doing this in the open. His attack plan, on the other hand…

Still, Rook was going to need an  _official_  attack plan before he could worry about someone trying to sabotage it.

He wanted to have a plan already made, but it was harder than Rook wanted to admit. Suddenly, he had so many assets at his disposal. There were exactly three-hundred and two Plumbers still in the base. Not all over them were cadets, like Igneous and Popigai, but there were only a few brigadiers and Mantle was the only corporal. Every rank above that was gone, which didn't surprise Rook in the slightest. He thought about going to Central to see if any bureaucrats or politicians were there, but he doubted it. The King was probably missing as well, not that he would have done a lot of good, anyway. Rook already knew that he was in Argyle's pocket from the get-go.

That meant that anyone in an impactful position of authority was likely dead. Admittedly, it was a good plan. Planetary annihilation would be all but immediate, but had Rook been in a position to get everyone important out of the way in one easy swoop, he would have taken it too. It was the safer option, not to mention that the demoralizing effect that it would have on any resistance was irreplaceable. And for a man like Argyle, it would be something like a last  _hurrah_. Nothing like watching the world burn and the populace panic and everything reliable crumble, right before he destroyed all of it.

Rook thought that it was sick, but he understood the twisted appeal. He hadn't studied the psychology of narcissists during Plumber training for nothing. And Argyle was all but a textbook case.

He shut his eyes in an attempt to block out the chatter of everyone around him and did his best to focus. He had three goals: ensure Ben's rescue, evacuate the Petrosapiens being held aboard the satellite, and stop the plan to blow up Petropia. Other things — such as capturing Murowa, Diavik, and Argyle alive — were optional. Rook could happily go the rest of his life not knowing why any of this happened, so long as he could personally ensure that there would never be a repeat.

Three goals. A very limited amount of time to accomplish each of them. If Rook had three focus points, the logical conclusion was for him to split himself, Gwendolyn, and Kevin amongst them to lead the charge. Gwendolyn made the most sense to recover the other Petrosapiens. Even with technology interfering with her ability to sense mana, it wouldn't be too difficult for her to follow her magic to the largest clusters of living things. Kevin could handle the self-destruct features. Wherever the controls were, Murowa or Argyle was sure to be with them. There would definitely be a fight and Kevin was better suited for that. Which left Ben's rescue to Rook. He wondered, briefly, if he'd subconsciously set himself up for that job because he wanted to see Ben again. The thought was quickly dismissed. Regardless, he was was best suited for the job.

What did he know that could affect the success rate of his three goals? For starters, Ben's set-up was complex. They would need a distraction to get him out of it without setting every guard in the satellite on themselves. With a few hundred soldiers under his orders, Rook figured that a good portion of them could attack the satellite directly. They wouldn't have any goal other than destroying as much as they could, which would take attention away from the places that were normally under lock and key.

It could be a sound strategy, actually. Rook felt it safe to assume that, for all intents and purposes, Ben was invaluable. Otherwise, why bother with such heavy security? According to Murowa's files, the three IVs that Rook had seen in his arm were carefully regulated to wash his bloodstream of waste and toxins, provide the necessary nutrients for a human, and administer a sedative if necessary. It was a step above just throwing him into a cell with water and bread once a day.

If Rook launched a frontal attack first, as a distraction, then they would probably move Ben from that room to somewhere that was either harder to find or to an escape pod, depending on how bad it got. And while he was being moved, he would be outside of that custom force field. According to its blueprints, it was designed by using DNA as a "key." The generator was coded with certain DNA signatures and once the field sensed that specific combination, it would allow the individual to pass through. It was ingenious but, unfortunately, far too effective. Rook would need that factor to be removed if he ever wanted to stage a successful rescue mission.

As for the other two goals? There wasn't much that Rook could do on those fronts since he didn't know the locations of the Petrosapiens nor the doomsday weapon. Something like that would have to be played by ear, which Rook strongly disliked, but his hands were metaphorically tied. Nothing in Murowa's files hinted at any sort of location. They didn't mention the Petrosapien prisoners at all. For all that she listed her sale records and countless recordings of "taydenite" and "product," she never once brought up what was being done with the people that kept going missing.

Rook did know that Gwendolyn would probably have to handle most of the evacuation by herself. The other Petrosapiens couldn't very well help if Kevin was right and the room was being pumped full of vapor made of Red Sleep venom. It would be a death sentence and the Petrosapien prisoners would already be crippled for the rest of their long lives. They didn't need more casualties, especially where they could be easily avoided. The Plumber-issued space suits were air-tight, but with all the fighting that would be happening, he didn't want to risk it. The suits weren't impenetrable.

The one who would need the most help was Kevin, with destroying the engine. Since there was little else that he could do, Rook made a mental note to assign that group plenty of capable fighters.

First things first, though. Before Rook could start making groups and initiating any sort of attack, he knew that he had to root out whoever had betrayed them and given Ben to Murowa in the first place. He had put it off long enough, given everything else that was going on. He had two good suspects and it was time for Rook to sort them both out.

He looked up from the computer banks, waving over Mantle. True to his ranking, the Corporal was quickly by Rook's side. He hadn't said much since the members of Arkein arrived, but his support had been unquestionable.

"Mantle," Rook said casually, "could you help me locate two Arkein soldiers? Their names are Conway and Tetrax."

Upon hearing the second name, Mantle grimaced. Right. Rook had forgotten, in the few weeks they'd spent apart, how much the Corporal disliked Tetrax. He didn't extend any sympathy, though. It wasn't as though Rook liked either of them very much but he couldn't bring personal feelings into something so important.

"Well, I know where Tetrax is. He moved into a smaller, quieter room to work on translating with one of the only Plumbers on this planet who's familiar with the Nemuinan language. I think that her name is Lacustrine, one of the brigadiers." Mantle shook his head. "Either way, he'll be easy to find. As for the other person? I've never heard the name Conway in my life. And I did personally screen every individual that you brought to this base."

That news was certainly unexpected. Rook blinked in surprise. "Really? There is no soldier here named Conway?" He didn't need Mantle to repeat himself, though. One look at his expression told Rook all that he needed to know.

Well, that certainly made things easier. His suspicions of Conway had just shot through the roof. He should have been at the Arkein base when Rook gave the order for everyone to move, so either he hadn't been inside, or he had willfully ignored the order. Either way, it wasn't something that an innocent person would do.

"What about a female soldier named Sybil?" Rook prompted.

Again, Mantle shook his head. That time, Rook frowned. It didn't make a lot of sense of Sybil to be missing. She would never have betrayed Ben. They had been friends. Then again, Rook had thought that Tetrax was Ben's friend but he had still had his suspicions. A part of him didn't want to consider the possibilities, but it was staring Rook dead in the eye. He had to find them both quickly.

After giving it some thought, Rook stepped away from the desk. "Can you take over for me, Mantle? Just catalog information in a way that makes it easy to sort through, please. I need to handle something before we can continue." Wordlessly, Mantle took the place where Rook had been standing a moment before. He felt a little too tired to smile, but Rook hoped that Mantle understood how grateful he was anyway. Having the support alone was a huge help.

With that taken care of, Rook left the central area and walked into the hallway that connected it to the rest of the base. Thankfully, at that moment, a courier left one of the smaller rooms and hurried back to the hub with a slab clutched in his hands. The Plumber gave Rook a respectful nod as he passed but didn't slow his job. Before the door had closed behind him, Rook stuck his hand out to catch it and entered the room.

Just like Mantle said, Tetrax was sitting at a conference table with another Petrosapien. They had a small screen resting between them, pointing to words and then repeating them in English. They argued about the difference between the shapes that made "shoe" and "profit" for a moment before the female glanced up and finally noticed that Rook was standing there.

"Oh, um, my apologies, Magister Rook, I—" Lacustrine started to say but quickly shut her mouth when Rook shook his head.

"There is no need to apologize for anything. Or for the formalities," he added after a moment of consideration. "I need to speak to Tetrax in private for a few moments. Would you be so kind…?" He gestured to the door with a sweeping wave of his hand.

She said nothing else — only inclined her head and scurried out of the room. Without her presence, the air felt heavy and hot. Maybe Rook was imagining it but, either way, he didn't want to be alone with Tetrax for longer than he had to be.

For his part, Tetrax looked remarkably at ease. Not just for the current situation, but also taking into account all the pressure that was on them and what was at stake if their resistance failed. Other than Kevin, Tetrax was possibly the most collected person in the entire base. Whether that was a good or bad thing remained to be seen.

Initially, Tetrax ignored Rook completely. He finished inscribing something onto the slab resting on the table in front of him before finally setting the stylus down and looking up at the Revonnahgander. "Is it something urgent to the mission?" He asked seriously. "I want to help however I can."

There was a pause while Rook considered what to do next. He almost drew himself taller, wanting to hold his chin high and make it clear who was the superior. But…

With an exhausted sigh, Rook drew one of the chairs out and sank down with relief. He had barely sat down all day. It was nearing sunset on Petropia and Rook hadn't properly slept in at least two days. He wondered, distantly, if showing that sort of physical weakness in front of Tetrax was a good idea. And then Rook shrugged it off because he was finally behind a closed door and he couldn't be bothered to keep playing the untouchable, confident leader.

Rook ran a hand over his face, rubbing his tired eyes before fixing Tetrax with a bleary stare. "There is a traitor among us who is responsible for the Plumber attack on our base and for handing Ben over to the enemy," he said finally. A pause. Then, looking Tetrax dead in the eye, Rook added, "For a while, I thought that the culprit was you."

The man didn't look surprised in the slightest. He gave an understanding nod. "I can't say that I blame you, Rook. I know that I've never been the trustworthy type."

Silence. Neither of them spoke, nor did they look away. Rook wasn't sure if something was passing between them at that moment. They gazed at each other, searching and thoughtful, but he didn't see anything reassuring or remarkable on Tetrax's face. His eyes looked the same as always.

Tetrax shifted. "I thought about it, though," he admitted. When Rook didn't interrupt, he continued. "Years ago, at least. I wasn't always very fond of Ben. When I first met him, all I wanted was to keep the Omnitrix away from Vilgax. I had already killed before, and they were of my own kind. I didn't care if I had to kill one last time if it meant keeping a weapon capable of wiping out worlds away from  _him_."

He stopped there but Rook didn't feel the need to pressure Tetrax to speak. A part of him honestly wasn't sure why he was wasting time by listening to Tetrax's sob story. Maybe Conway was already off-world, handing over more secrets to Argyle before coming back and pretending that he had just missed the initial transfer. Maybe Rook was wrong about both of them and someone else was long gone, rolling in a pile of taydens because it hadn't seemed like a big sacrifice to give up one human teenager. In the end, Rook knew that their talk meant less than nothing. Still, he couldn't find it within himself to move. Not yet.

Thinking back, Rook remembered the video he had found where Patience condemned Tetrax for his past crimes. It was hard to link that man to the one in front of him, and even more difficult to imagine him as something in between, as Tetrax had been when he first met Ben.

He took a guess at it anyway. "What made you change your mind?" Rook asked when it became clear that Tetrax wouldn't continue without prompting. "I doubt that you were very put-off to see that your target was a child. Something must have stopped you, otherwise Ben would not be alive today. What was it?"

The answer was near immediate, which Rook had expected. Tetrax had a look on his face that spoke of countless sleepless nights agonizing over the tiniest details of that fateful day. "His eyes," the man admitted. "When I first met Ben, he was in his Petrosapien form. He reminded me so much of myself. I knew that look on his face — the tough persona to mask how terrified you are. That was when I knew that Ben was an inexperienced child and I pitied him for that." Tetrax scowled. "That was why I didn't shove a shard through his chest the second I saw him. Why I even bothered trying to teach him something about using the Omnitrix strategically. I didn't want him to grow up as I did: scared and alone, floundering for meaning in a world that would just as soon crush you than give you a fighting chance." He shrugged. "So I took it upon myself to give him that chance. And I think that I made the right decision. Ben has done so much in his life, in only seven meager years… Think of all the lives that would have been snuffed out by now if Ben hadn't been around to protect this universe."

Even though he didn't say it aloud, Rook didn't need to think about that mental picture. He had been there when Ben defeated Maltruant and ensured that the universe had been created in the first place. If he had never been allowed to accomplish that, the resulting paradox would have ripped apart all of spacetime and killed quadrillions upon quadrillions of living beings. The fact that Rook could sit at that table and discuss his ex-partner with a man that he didn't even like was all thanks to Ben.

"You said that you have killed people before," Rook said slowly. He knew that the change of topic was sudden, but there was something that had been bothering him. "You also said that you knew Ben when he was ten-years-old, but Petropia and the Petrosapien species had been eradicated for about fifteen years until then. Vilgax had destroyed the entire planet as a show of force and the estimated number of Petrosapiens in the galaxy was reduced to a few dozen who happened to be off-world at the time. But you…" He almost felt bad about the accusation but Rook took one look at Tetrax's face and knew that he was right. "...you had a hand in that, yes?"

Tetrax didn't try to deny it. He nodded. "Yes," he admitted quietly. "I have changed a lot since then. Don't be mad at Ben for not telling you. I never asked him to keep it a secret, but I think that he saw it as some sort of betrayal."

As curious as he was, Rook didn't press for details. He wasn't surprised by Tetrax's participation or that Ben had known. He had, after all, allied himself with the Highbreed Empire even after they had attempted galaxy-wide genocide. Ben Tennyson was just that sort of person. And if Ben could know that his friend had destroyed an entire planet and still be so loyal to him, then Rook didn't see why any of Tetrax's other crimes would make Ben so much as blink.

Sometimes, Ben's good heart was a tad bit naive. At that moment, however, it made Rook smile.

He stood up, earning a surprised look from Tetrax. "In that case, we should go. If you did not betray Ben, then we ought to find Conway before he finds a way to get off-world."

There was a flicker of anger on Tetrax's face but, considering that he didn't bother protesting, Rook didn't think that it was aimed at him. The man was quick to get to his feet, translations forgotten in front of him. "I think I know where we can start," he said seriously.

As Rook was about to ask that they continued the discussion while they walked, an unpleasant squealing sound took his attention away. The heavy peranite door was pried open by a mana construct and Gwendolyn poked her head in.

"Hey, Rook. One of the cadets said you were in here and I wanted to ask—" She cut herself off as she finally took notice of Tetrax in the room with him and the way that they were positioned. She looked between the two of them curiously. "Am I interrupting something?"

"Not at all," Rook said quickly. "I was clearing Tetrax of his suspicions as a possible traitor. We are going to find Conway next."

Gwendolyn frowned. She shoved the door completely open, taking up the threshold proudly. It took her a moment to work out what she wanted to ask. "You're sure about Tetrax?" When Rook nodded, she relaxed, if only marginally. "Alright. I trust your judgment. Where are we starting with Conway?"

Rook arched an eyebrow. "We?" He repeated.

Following his girlfriend, Kevin popped out from around the corner and put an arm around Gwendolyn's waist. "We," he confirmed, giving her a squeeze that made her grin. "Look, just because you're suddenly the de facto leader of this base doesn't mean that you get to pull that same shit that Ben does and take all the responsibilities on yourself. Don't think that just because you're covered in fur means that we can't tell how tired you are. And there's no way you could stop the two of us from following you unless your "deus ex machina" machine there—" He gestured at the Proto-Tool with his free hand, "—somehow gained the ability to short out Anodites and Osmosians. Which, even knowing your track record, I kinda doubt."

It was a struggle to keep from smiling. Rook managed for about two seconds before he gave in and grinned. "Where would I be without you two?" He sighed fondly. Then, to Tetrax, "It is no problem if they join us, is it?"

Tetrax shook his head almost immediately, standing and walking around Rook to approach the door. "Not at all. In fact, it's probably better if they come. I was even going to recommend it. We might need some help with restraints and keeping Petrosapiens contained is notoriously difficult."

That was probably why the containment areas on the satellite station had been filled with vapor derived from Red Sleep venom, but Rook didn't say that aloud. He got the feeling that reminding Tetrax of all the people getting hurt because they were wasting time tracking down a rogue soldier wouldn't have gone over very well. For an ex-criminal, Tetrax was a remarkably righteous man. Rook felt ashamed for doubting that.

As Tetrax approached the door, Gwendolyn and Kevin stepped back to let him out. With Rook right behind, the three of them were quick to fall into step next to him.

"So you know where Conway is?" Rook prompted.

The "so-so" gesture that Tetrax gave in response was not reassuring in the slightest. He must have been able to tell that Rook was unimpressed because he was quick to correct himself. "I have a rough idea," he explained. "Something odd happened the day of that Plumber attack that I didn't think much about at the time, what with everything else going on. Of course, looking back, my actions were terribly short-sighted, but…" He shook his head. "Anyway, I found Conway and Sybil not long after the attack ended. They were talking outside the infirmary about something heated. I don't remember what I said to them, but Conway showed me a set of keys. He said that they went to a starship and that we could leave the planet together. I refused, but I never stopped to think about where he got the ship."

At Rook's side, Gwendolyn stiffened. Her hands clenched into fists and she didn't even seem to notice when they lit up with mana spheres. "So he sold out my cousin for a  _ship_?" She seethed. "Oh, he'd better have used it by now, or so help me, when I get my hands on him, I'm going to—"

With a sigh, Kevin stuck out a hand to touch the wall. As his body turned to peranite, he reached down to grab Gwendolyn's glowing fist without flinching. His arm made a sizzling sound as it broke through the mana but Kevin didn't appear to feel anything. "Calm down," he said, reflexively more than anything. The look on his face spoke volumes about how "calm" he actually felt. "You don't wanna give into anger, Gwendolyn. You'll burn yourself out before we even track him down to do some of that ass-kicking you're so keen on."

In a controlled, practiced sort of way, Gwendolyn took a few deep breaths and slowly unclenched her firsts. The mana died down and, almost as soon as it did, Kevin let his peranite covering fade away to entwine their fingers properly. Holding hands seemed to help Gwendolyn, so Rook said nothing about it and turned his attention back to the conversation.

"We do not know for sure that the ship was the only thing offered," he said. "From what little I saw of Murowa on that satellite, she has been obsessed with the Omnitrix and Ben for quite some time. She likely offered him all sorts of things in order to get his cooperation. That does not excuse it, but we need to keep that in mind if we ever want to understand his decision." The thought left a bad taste in Rook's mouth. He wanted to believe that Conway was a good guy. For a while, he had even seemed to be warming up to Ben. So what was it? What fantastical thing had Murowa offered that made such a betrayal seem so easy? Rook shook his head. "Tetrax, do you think that he is still on Petropia? If he has already left we probably will not manage to catch him."

"Probably not," Tetrax agreed. "I don't think that he's left, though. Call it a… gut feeling."

He fell to silence and Rook didn't feel the need to change that. As they walked through the base and towards the hangers though, Rook couldn't stop thinking about Patience. He wasn't sure why. The story he'd finally managed to piece together, pried from her in her sad study, was certainly an unfortunate one. It explained a lot about her. Rook took in the stiff set to Tetrax's shoulders, how he kept his eyes firmly focused on nothing, his hurried walk that forced Rook to almost jog in order to keep up. It didn't take a genius to know that Tetrax was upset about Conway's possible (but very likely) betrayal. He wondered, would Tetrax feel open to talking about it, or…?

The idea was quickly dismissed. No. That was none of Rook's business or his concern. He wasn't going to go from dismissing someone and then caring about their mental state the very same day. He had no right. Tetrax was a very independent person. Rook was satisfied with the knowledge that he would be fine and moved on.

The massive bay doors that lead to the hanger came into view. Tetrax shoved them open with two parting waves of his hands, not bothering to close it behind him. It wasn't as though peranite had ever stopped a Petrosapien before.

"Let's take the Rustbucket," Kevin suggested. "I know it sorta sticks out, but the engine's quieter than what Plumber cruisers've got. It might end up giving us a few more extra seconds and that can make all the difference sometimes, y'know?" He jerked his thumb towards where the green spaceship was parked near the exit. "Plus, it'll be a hell of a lot easier to maneuver out than pretty much anything else in here."

Before he'd even finished, Tetrax was already walking over to it. "It's as good as any other ship in here," he remarked cynically. "We should go. We've already wasted enough time."

All four of them piled unceremoniously into the Rustbucket III. Kevin was quick to take up the pilot's chair and Rook took the co-pilot seat, with Tetrax and Gwendolyn sitting down indiscriminately wherever there was space. They'd barely gotten into chairs and settled when Kevin was already turning the engine on. His foot tapped impatiently as he waited for system start-up but then they were soon flying down the airstrip and lifting into the sky.

Impatience buzzed around them like a virus. It wasn't long until Rook was drumming his fingers along his armrest, shifting repeatedly to touch his Proto-Tool absently, scratching where there wasn't an itch just to have an excuse to move his arm. It felt like it took years for Kevin to get the ship steady though, in reality, it was probably his fastest takeoff to date.

Once all the lights on the dashboard stopped blinking and the dials stayed steadied, Kevin was the first to twist around and speak up. "Alright, so what're we lookin' for? I doubt that he's dumb enough to stick by the base and we've got a great view of everything nearby."

Which was true. The weak Petrosapien atmosphere was very dry. Clouds were a rarity and rain was practically an event. It meant that their view of the ground was unhindered.

Tetrax stared out the window, thoughtful. "The keys that he had belonged to a small cruiser. Look for something like that. It will likely be parked in a fairly open area for an easy take-off. It might be hard to spot against the landscape, but most cruisers are grey or white, so focus on that. It will stand out against peranite," he instructed.

With a nod, Rook turned to the window and looked out. No one spoke. He wasn't sure why, but he didn't feel the need to say anything, either. In silence, the four of them looked over the landscape in search of the glint of something that didn't belong.

A part of him couldn't help but imagine what would happen after they found the ship, though. Rook wasn't a cruel person. He didn't know how to hand out punishments. He was sure that there was a prison in the Plumber base that could hold Petrosapiens but was that a suitable punishment? He didn't feel qualified to decide on something as serious as an execution. Would Mantle suggest that, when they brought Conway back? Or would Ben, after they rescued him, already have something in mind for the person who had betrayed him?

Most worryingly, what if they were wrong and it wasn't Conway? The true criminal was probably already gone. They might never know until Ben told them, but by then, it would likely be too late to act.

"There!" Gwendolyn shouted, pointing at something that Rook couldn't see just out her window. "There's a ship parked right down there, between two mountains. It doesn't look like a Plumber cruiser."

The ship veered abruptly in that direction, nearly knocking everyone out of their chairs. "Good enough for me," Kevin grunted. "Let's get down there. I've been looking for a good fight."

The nose of their ship tilted down at a forty-five-degree angle. Rook had to brace himself against the console to keep from falling forward and hitting the window. He almost reminded Kevin that he was being reckless but swallowed the impulse. Kevin knew what he was doing if his white-knuckled grip on the controls was any indication. They were all impatient and skating by on frayed nerves. He should have thought about that before letting Kevin drive.

Sure enough, their landing was jarring and hurried. As their wheels touched down, the ship jumped, sending Rook and Gwendolyn both to the ground. Kevin would have joined them had he not already been bent over the controls like a man possessed. Tetrax looked calm, but the hold that he had on his seat was making the metal groan in protest. They skidded to a stop, the ship's engine kicking into high gear and the cooling fans whirring at double their usual intensity. As unconventional as it was though, they were on the ground and even managed to be in one piece.

Once he was certain that they were done bouncing around and jerking, Rook sat up. He touched his head with a grimace but, thankfully, didn't feel any sharp pain or bruising. He had knocked his head against the floor on his way down but at least he didn't have a concussion. That would have been inconvenient, at best.

"We are here?" Rook asked even though he knew the answer. In front of him, Gwendolyn was already on her feet. When she offered him a hand, he took it and pulled himself up. "Is Conway out there, then?"

"Yes," Tetrax answered. There was a tone in his voice that Rook couldn't place. The Petrosapien kept his steely gaze focused on what was outside. Slowly, Rook turned to follow.

Sure enough, Conway was there. He was sitting on a nearby peranite rock, looking completely unbothered and unsurprised to see them. The ship was there like Tetrax said, and Nemuinan in design. That was incrimination if Rook ever saw it, but Conway didn't even look worried. He stared right back at them through the window as though inviting them to come out and have a cup of tea with him.

Apparently recognizing how unusual it was, Gwendolyn shot Tetrax a questioning look. "This isn't… normal behavior for Petrosapiens, is it?"

The man didn't justify that with a response. Suddenly, Tetrax was on his feet. "We should go out there. I think that Conway wants to talk." He flexed his hands, gazing at his palms almost curiously. "Otherwise, he wouldn't have waited. He knows that, against the four of us in a fight, he would lose."

Rook wasn't sure that walking up to a potential criminal in broad daylight was a good idea. He frowned. "Where is Sybil? She was not at the Plumber base, either. Would she not be with her brother?" She didn't seem the type for sneak attacks. Then again, neither had Conway, and look at their situation now.

The ship's engine was cut off and Kevin stood. "Who cares?" He said dismissively. "After I kick his ass, feel free to ask. But after all the trouble this clown's caused us, he's more than earned it." For added emphasis, Kevin smacked a fist into his palm before turning to the exit.

He stopped when Gwendolyn set a hand on his shoulder, turning to his girlfriend impatiently. "Kevin," she warned, "we're not going to attack him without provocation. Plumbers don't beat up potential criminals, we bring them in calmly for questioning."

Kevin shrugged her hand off with a huff. "We're not Plumbers right now, remember?" He shot back. Regardless, he unclenched his fists and didn't make a move to leave.

"Maybe not," Rook agreed, "but we are trying to maintain the greater good of Petropia and we should do so ethically." He gave a considering glance at Conway through the window. "We should speak to him. It might be illuminating."

And that was that. The four of them had agreed (somewhat begrudgingly, in Kevin's case) to stave off fighting unless Conway attacked first. They lowered the docking platform and left the ship. It was somewhat awkward, at least to Rook, because he didn't want to come across as a threat but he didn't know how to make himself look non-threatening. In the end, maybe it didn't matter. Conway didn't move or say anything as they approached.

"It took you longer to get here than I thought it would," Conway said as the four of them stopped in front of him. He flicked his wrist and, faster than Rook could follow, Tetrax's hand shot up. To their collective surprise, the object that had been tossed their way was a small key. "It goes to the ship," explained Conway, as if it wasn't obvious. "You can probably tell who I got it from just by looking at it, right? Nemuinans have very specific design styles that they like." He smiled humorlessly. "Sybil was right. I don't know why I even bothered."

Unsure how to reply to all of that, Rook decided to broach the safer topic. "Where is Sybil, then? I thought that she would be with you."

Conway snorted. "Don't blame me. I tried, but short of knocking her out and dragging her out here, there wasn't much that I could do. She knows how this is going to play out. Guess she didn't want to be a part of it." He looked away. "She's still in the base, just so you know. Maybe I should have listened to her and stayed put, too. It's not like I'm looking forward to this, even if it is inevitable."

"You must have a lot of faith in your sister's advice if you would qualify what she says as inevitable," Gwendolyn remarked. There was a look in her eyes that Rook didn't recognize.

Something that she said must have upset him because Conway shot her an odd look. " _Advice_?" He repeated, one eyebrow raised. He glanced at Tetrax and then forced himself to relax. "Sure. "Advice." We'll go with that."

"Does that mean that we're done here?" Kevin asked, glowering as he took a menacing step forward. "I don't give a damn about your sister. I wanna know why you handed Ben over those sick creeps. And the answer had better be good, because right now the only thing that's stopping me from kicking your ass is my girlfriend and a thin shred of patience. I get the feeling that both of those are going to stop being obstacles if your answer isn't satisfying."

Next to him, Gwendolyn looked like she wanted to protest, but only pressed her lips into a thin line and set her hand on Kevin's shoulder. They all knew that she would be the one throwing the first punch in defense of her cousin. She could hardly get mad at Kevin for following her lead.

Though Conway looked unconcerned on the surface, Rook knew that he wasn't stupid. He glanced between the four of them and must have understood the slim odds of coming out of such a fight alive because he sighed and shrugged. "It seemed like the better deal," he muttered. "I give them one scrawny human, and they stop kidnapping Petrosapiens, leave this planet, and I get a ship and some intergalactic funds so that me and my sister can finally leave Petropia and start over a better life somewhere else. Wasn't really a hard choice."

Silence was all that met his explanation. Rook wasn't sure what to say. He hadn't been expecting that to be so…  _easy_. He'd been expecting to spend at least a few more minutes trying to whittle a confession out of Conway, but there it was. Out in the open. His confession, his motive… What was Rook supposed to do next?

While he grappled with his indecision, there was a polite cough. Gwendolyn arched her eyebrow, looking calm, while beneath the surface, she was barely containing her anger. "And you believed that?" She asked. It might have sounded incredulous, had it not been smothered in cold fury. "Now they're planning to blow up Petropia.  _Again_. This time, with no magic backup crystal to save your sorry asses.  _Why_ would you have  _agreed_ to that?"

There was a pause. Conway didn't reply immediately, eyeing Gwendolyn as his body tensed, ready to bolt. Only once she relaxed her fists (which had begun to glow with mana again) did he answer. "At the time, I didn't know their plan," he said carefully. "It wouldn't have made any sense. And it still doesn't. They've been kidnapping Petrosapiens to use them for… something. Why kill them  _all_?" He sighed, dragging a hand down his face. "Anyway, it seemed like the better deal. Our tiny little group couldn't've taken down an operation that big. I only joined Arkein in the first place because Sybil was so eager to. But I never really thought that we could win or do anything impactful at all. So handing over Tennyson in exchange for stopping the kidnappings… Honestly, I guess that was just a bonus. What I  _really_ wanted was to get off-world and the only way to do that around here is to join the Plumbers. They would never let someone with my track record sign up, so… so at least, I thought, I could do something selfish for the greater good." He narrowed his eyes, looking between the four of them in turn. He hesitated when he met Tetrax's glare, but nonetheless continued. "And you know what? I'm not gonna apologize. At the time, I made the best of a bad situation. I couldn't've known that all this was gonna happen. Sybil wouldn't have told me. So everything went to shit and it's worse than ever, because of me." Conway stood up, holding his wrists out toward Rook, who could only stare back as their eyes drilled into each other. "And I'd do it again. I've already accepted that, so go on. Take me in. I betrayed your friend — I deserve it. I'd never leave Petropia without my sister so I'd rather die here with her when you all inevitably  _fail_."

Another pause, longer than before. Rook was the one to break their staring contest, looking down at Conway's outstretched wrists with a contemplative frown. He had been worried about what to do so he should have been happy, shouldn't he? Conway was making the decision for him. It was because of that that Rook reached for his energy cuffs. Even if he wasn't technically a Plumber, carrying them was a habit and comforting. He was taking in a criminal. More than that, Conway had even admitted to deserving it. It was  _justice_. Law. Order. Why, then, did Rook feel like he was making some sort of mistake?

"Wait." Tetrax set a hand on Rook's shoulder, stopping him before he could lock the cuffs into place. His eyes hadn't left Conway since he started talking. "You committed a crime for the greater good, as you said. Isn't that what members of a resistance are supposed to do?"

 _That_ earned him four disbelieving looks. Conway somehow managed to look the most offended. He was also the first to recover, scowling as he brushed Rook aside to get into Tetrax's face. "Don't you  _dare_ ," he said lowly. "Not everyone has delusions of heroism like you, Tetrax! I  _just_ said that I did it for me!  _Me_ , and no one else! The fact that it helped others was just a side-effect! It's never been for this shitty planet, not even once! So don't try to justify the fact that I did a back-stabbing, immoral thing. I'm not a hero — hell, I'm not even a decent guy. You, of all people, should understand that."

Suddenly, Rook felt like he was trespassing. He took a subconscious step back. It was supposed to be a private conversation between Conway and Tetrax, but he was there, he was seeing it all. He wished that he wasn't.

"You're not a child anymore, Conway," Tetrax said quietly. His gaze was steely, like a parent shaking their head at a toddler throwing a tantrum, and it only served to make Conway angrier. "Black and white morality is the sort of propaganda that the upper class shoved in our heads to keep us complacent — to make us feel trapped, like we somehow deserved to be in that shithole of a city because we were born into it and never knew any other way to live." He jammed his finger into Conway's chest, leaning in as he stumbled back. The calm was gone and Tetrax's glare was intense. "Well, we stole because we needed food for the underfed and sickly. We lied because no one valued the truth anymore. And later, we ended up murdering and scamming and blackmailing because no one ever gave a  _damn_ about us, so why would we give a damn about them? I  _know_  you, Conway. You're not a good guy, but you're not an idiot. You're not the type to take an offer without knowing all the strings attached, laying it all on the table. And I  _know_ that no matter how much you disliked Ben, you never would've betrayed someone for a ship that you could've stolen yourself or made from scratch. So explain yourself and this time, don't try  _lying_ to me."

Unable to hold Tetrax's stare, Conway looked away. He faltered when he looked at Rook, then seemed to collapse entirely when he saw the way that Gwendolyn and Kevin were looking at him. He stepped away from Tetrax, almost shrinking away from him, and turned his attention almost fully to the audience that he had forgotten about.

In the end, Rook was the one who spoke up. "Could you explain where all of this is coming from? Please?" He asked weakly. His mind was spinning, like everything had been flipped upside-down and the world didn't make sense anymore. It was hard to focus when everything that Conway and Tetrax said was echoing in his head like the reverberations of a gong.

"Look," Conway sighed as he shifted in discomfort. "We both grew up in Terces, the worst city on this shitty planet. Born to whores, who were born to whores, who were born to whores… who were probably born to females who didn't know they were pregnant when their lives were stripped away and they were reduced to scum."

"Petrosapiens are not known for being kind," Tetrax added. "People sentenced to Terces get ration cards that give them access to minerals and water, but children born there get nothing. Petropia has nearly the population of Earth and half the land-mass. We're over-crowded and starvation is the easiest way for the government to be as uninvolved as possible. It's not kind, but not every baby can be allowed to make it to adulthood."

Conway made an unimpressed noise. "Not the babies of the planet's filth, anyway." He tilted his head up, seeming content to study the empty sky as he continued. "It wasn't an easy life, but somehow we made it through. Not everyone was lucky. The babies were always frail. I think that I lost maybe… eight siblings? Nine? It's been so long that it all kind of blends together. How many for you, Tetrax? Seven?" He waited for the other Petrosapien to nod and gave an absent-minded hum. "Seven, give or take. Sybil was born a while after me. Unlike Tetrax's, our mother kind of stuck around. She wasn't perfect, though. Not every mouth got food." He shrugged. "So two of my newborn brothers died before Sybil came along. I was finally old enough to understand cause and effect so I started giving her the minerals that our mother gave to me, so I got skinnier, but she didn't die, and… that, I sort of saw as an achievement. My first accomplishment that didn't involve scamming or stealing." He let out a slow breath, almost wistful, and didn't continue.

After a pause, Tetrax was the one to pick it back up. "We met in a gang. In Terces, there aren't a lot of other options. The city sort of has an underground form of currency. And having a big name gets you lots of jobs and respect. It was always a race to see who was the strongest and the most willing to do  _anything_ for even meager  _scraps_. But then one day, I just…" He waved dismissively. "Got tired of it. I left — took Conway and Sybil with me."

Hearing his name seemed to bring him back to himself and Conway picked the story back up. "Yeah. It wasn't easy. We walked for days without any idea of where the cities were. The animals on this planet are vicious. Once, I woke up to Tetrax screaming because an enormous paittaṇ had swallowed his lower-half whole while we were sleeping at our make-shift camp." A dry smile came to his face at the memory but it didn't last long. "You would think that the crimes would go down when you leave the planet's capital of debauchery, but you'd be wrong. The crime stays the same, it's just that people get better at hiding it. And plenty of people were eager to put us to work. Technically, according to the government, children born in Terces didn't exist. We had no registration, no documents… no one to miss us. We did awful things." It was said almost flippantly — as if Conway didn't see the issue in murdering people. And, in all likelihood, he didn't.

When Kevin shifted next to him, Rook looked over at his friend. He finally took notice of how uncomfortable Kevin looked, a pained expression on his face as he stared. "What…" Kevin managed, feigning nonchalance, "...what does that have to do with anything?"

"It has everything to do with where we are right now," Conway said. He looked offended for a moment, but as he and Kevin looked at each other, searching for something, he seemed to feel that same discomfort as the Osmosian and looked away. "I don't value anyone on this planet besides a handful of people. I didn't hand Tennyson over so that I could be celebrated as a hero and have a statue erected in my honor. I did it so that I could finally  _leave_. And now I can't even do that much." He grimaced. Then, to Kevin, "You asked how this ties into what I did. I had a hard life. It's tough for a kid, growing up on the streets like that. But I'm not a kid anymore. I'm an adult. I understand the difference between right and wrong. I can make decisions based upon my sense of morality and fully understand the consequences. So I don't want to be treated like that stupid little kid who didn't know that stealing was wrong." He shot Tetrax a hard look, turning back to his old friend. " _That's_  my point. Stop trying to help me. When has it ever worked out for you in the past, Tetrax?"

Rook looked down at the energy cuffs in his hands thoughtfully. He ran his fingers over the metal parts, feeling the curve that would stretch or shrink to fit any wrist elegantly. They weren't designed to hold Petrosapiens but, if he used them, he knew that Conway wouldn't fight him. He had said as much.

He had also said that he was being selfish in his selfless actions. But wasn't  _that_ familiar? Rook glanced at Kevin, then to Tetrax, and his thoughts went to Patience.

Technically, they were all bad people. What truly separated them, in Rook's mind, was his own personal feelings about them. That wasn't justice. It wasn't what the Plumbers had taught him.

Justice, by definition, left no room for morality or grey areas. Murder was murder, whether it was out of malicious intent or for revenge or in self-defense. Rook thought that he accepted that.

It was justice to arrest Conway. It was revenge. But was it moral? He knew that neither Murowa nor Conway were idiots. She wouldn't set all of her offers on the table at once and, for someone who had grown up a criminal and known nothing else, Rook didn't believe that Conway would have taken her first offer. If he had, then he wouldn't be the type to give himself up in order to die with his sister. If he had, then he would be left with only the ship and there wouldn't have been any mention of sparing the remaining Petrosapiens.

If he had, then he would already be gone.

And Patience, what of her? She hadn't done anything illegal so, from a lawful perspective, she was clear. But she had lied and manipulated people, pushed them toward a selfless cause for her own selfish gain. Because she wanted revenge. Because of what she perceived to be justice.

In that respect, Rook was no better. He had manipulated her, toyed with her vulnerability to force her into what he wanted her to do. How could that be okay? The guilt was gnawing at Rook. Should he be arrested, then? Was it okay if the ends justified the means? Where did he get off on comforting himself with such a sick lie? Maybe that really made him no better than Patience. He knew, at the very least, that Ben would have been ashamed if he knew. But he would have forgiven Rook anyway, even when he clearly didn't deserve it.

Did that mean that Tetrax and Kevin should be in jail too? Rook knew that they had both done awful things. Murder, theft, blackmail, smuggling… Their rap sheets were miles long, no doubt, but Rook considered them allies. Why? Because they had  _changed_? Justice didn't care about the passage of time. Really, Rook ought to arrest all four of them. He would have, if he had been a good Plumber.

Ben had always said that Rook was the better Plumber.

He had been wrong.

"If you insist on being arrested, then I suppose that means I need to come up with a suitable punishment," Rook said. He could feel everyone staring at him, but all he did was step forward and snap the cuffs around Conway's wrists. He smiled faintly. "We will start with community service. You can serve your community by helping us save Petropia. I think that such a noble act would clear you of any wrong. Your sister will, of course, be brought in as well. She is an accomplice, after all. We will be expecting her to serve the same punishment."

For a moment, Conway struggled between anger and relief. His hands curled into fists but quickly unclenched as a tentative, disbelieving smile came to his face. " _Holy shit._  You're serious, aren't you?" He muttered, sounding a little breathless.

"I am always serious." With a nod, Rook turned toward the parked Rustbucket. "You can ride back with us. Tetrax can go gather Sybil, right?" He glanced at the other Petrosapien.

There was an odd look on Tetrax's face. He was looking at Rook with that same expression he used to constantly give Ben — a mix of incredulity and pride. "Yes. I can do that," he eventually confirmed.

Rook gestured for Conway to walk in front of him, watching Tetrax until he had disappeared around the side of the mountain before starting back to the ship. When Gwendolyn and Kevin followed, Rook was briefly amazed that they were being quiet about this. He hadn't expected them to—

"Are you sure about this?" Kevin asked, loudly, and Rook sighed. Still, he couldn't help the little bit of fondness that he felt.  _That_ was more like it.

"Positive," replied Rook with a hum. "I have been enjoying a bit of a reckless streak recently, as you may have noticed. It has been paying off so I see no reason to stop now."

Gwendolyn placed a hand over her mouth to muffle a laugh. "I thought that Ben would be a bad influence, but I didn't expect that you'd only start taking his advice once he was missing," she teased. The mention of Ben being gone made her smile tighten but, Rook noticed, it didn't have the same hopelessness and worry as it did before.

Fleetingly, Rook thought about when Ben had kidnapped by Albedo and Khyber and, as a result, he had ended up in a dogfight and nearly destroyed his Proto-TRUK in a last-ditch effort to reach his partner. And yet his current behavior was supposed to be "unexpected". He smirked dryly at the sarcastic thought.

"Speaking of reckless…" Kevin threw his arm around Rook's shoulder with a grin and a maniacal glint in his eye. "Please tell me that you've been letting this new attitude bleed into the attack plan. I've been here for  _days_  now and barely gotten any action."

He had been working on something of an attack but, given what just happened, Rook thought that he had some reworking to do. He glanced between his friends, then to Conway. And maybe the second time making the plan, he ought to ask for some input.

"Now that you mention it," Rook started, "I  _do_ have something in mind…" 

**Notes for the Chapter:**

> There's the longest chapter so far! I've got a longer one in Act Three: Part Two, coming at you guys in February.
> 
> Until then, the next chapter is what we've all been waiting for: the attack and rescue! It's going to be epic.
> 
> **Chapter Twenty-Five: _Sink or Swim_**


	27. Sink or Swim

**Summary for the Chapter:**

> "Is everyone clear on the objective?" Rook asked tensely. The soldiers didn't need a reminder — they had all volunteered for it, after all — but he felt the need to reiterate it. "We will rescue and secure Ben Tennyson, who is currently being held prisoner aboard this vessel. Afterward, we are to immediately make our escape and rendezvous with the others at Plumber base. Nothing more, nothing less. Understood?" He took in every serious expression, every nod, every muttered  _"yes, sir,"_  before finally nodding. "Then let us stop wasting time and "get this show on the road," as they say on Earth."

Rook glanced up at the wall clock hanging above his head. Old habit — he was quickly reminded that Petrosapiens didn't use the same methods of telling time. The clock readings meant nothing to him. He shook his head and focused back on the matter at hand.

Armor fully stocked and polished? Check. Proto-Tool thoroughly cleaned, refurbished, and over his shoulder? Check. Three-part plan for rescuing Ben and saving all of Petropia? Check. Hopefully, at least.

The plan was pretty good, in Rook's opinion, considering that they only had a day to work on it. Any longer meant risking Petropia, as they had no idea when The Big Three (as Kevin had taken to calling them) would attack. For any sort of solution to work at all, they would have to attack in three parties in order to split the satellite's focus and optimize their chances of a quick success. While a large chunk of the soldiers at their command attacked blindly, three smaller groups would make their move.

As Tetrax had pointed out during planning, since they didn't know where the doomsday device was and the satellite was too massive to waste their time searching, it was easier for one group, led by Tetrax, to knock out the power source. They couldn't take out the engine, as that would undoubtedly kill everyone on board, but even assuming that the satellite had a backup generator (which it would if Murowa was as smart as she seemed to think she was), a weapon that could take out a planet would need far too much power for the backup to be able to supply it  _and_ keep the life-support running. It would also have the added bonus of preventing the FTL drive from being activated, so while a getaway could be attempted, it wouldn't be impossible to give chase.

Meanwhile, a second group would focus on evacuating the other Petrosapiens. Rook had been willing to let Kevin come with him to go for Ben, but he refused to budge on Gwendolyn handling that part of the mission. She was the most qualified person to find large quantities of living beings. Though she hadn't liked being told that she couldn't see Ben immediately, Gwendolyn wasn't an idiot, and she eventually conceded that Rook had a good point and agreed.

Which meant that the last task, of rescuing a hero, was left to Rook and Kevin as well as a few Petrosapiens that he had handpicked to assist. Their group was the smallest but it didn't need to be large to get the job done. Rook had studied the photos that he'd taken of Ben's containment room for hours, glancing between them and the blueprints for Murowa's force field. It was smart, but it had one fatal flaw. It never required that the DNA used to open it had to be attached to a body. And as convenient as that was, it meant that Rook's timing wouldn't be reliable. He needed to find one of The Big Three, preferably Diavik since he seemed the least threatening, and get one of their hairs. Or a clump of skin cells. Or a tooth. Anything with DNA. It would be both the easiest and hardest part of the rescue. He would have preferred to wait, in case Ben was moved somewhere else during the attack but, considering how thoroughly-defended his room was, Rook didn't want to gamble on that possibility. If the odds weren't in his favor, he could end up standing there while the satellite crumbled around them, wasting time and ultimately failing.

He didn't have the luxury of waiting and watching anymore.

As useless as the clock was, Rook did know that it was almost time. He had to go. There was no nervousness, only a detached sort of anticipation that reminded Rook far too much of how Ben approached his battles. Maybe that should have worried him. Instead, all Rook did was give himself one last glance-over before leaving the temporary bedroom that Mantle had assigned to him the night before.

Outside of the peranite door, the hallway that had been bustling with busy Petrosapiens nonstop for an entire day was eerily quiet. Everyone was outside, pouring into their assigned ships and getting ready. Under better circumstances, Rook might have felt like giving a rousing speech before sending these men to a battle. They had wasted more than enough time already though. He knew that any speech he tried to give would likely be ignored through the thick suspense that they were all feeling.

He started toward the stairs that would lead down to the hanger but, at the last second, Rook turned left instead and followed the uniform halls to a certain line of rooms. None of them were special or stood out. Toward the end of the hall though, one door was cracked open. Rook wasn't surprised to see light leaking through. He didn't hesitate to wedge his fingers into that gap and pry the door open.

"Are you not coming?" He asked, expression blank and tightly controlled.

Sitting at the small desk at the foot of one of the standard beds, having unhappily selected a standard bedroom the night before, Patience scowled. Her gaze slid over to the window, which Rook knew overlooked the airstrip. She had to have known that they were leaving.

"I was considering it," she said, pursing her lips as her judgemental stare refocused on Rook. "To be fair, when you asked me to come, I thought that you were joking. I'm surprised that you would allow me to be there at all, even if it's only as..." Her face scrunched up in distaste, "... _cannon fodder._ "

Rook frowned. "The front lines are not "cannon fodder." Every aspect of this mission is equality important, even if serving as a distraction is not very glamorous." He knew that arguing with Patience was an exercise in futility, though. Before she could reply, he sighed. The apology in his throat was swallowed and, instead, Rook said, "If you do not want to come, then stay here. We do not need you. I just thought that you would want to. You owe it to yourself to do something unselfish for once, do you not?"

His prodding got the reaction that Rook knew it would and, suddenly, Patience was on her feet. "Don't consider yourself qualified to speak on a topic that you know nothing about," she hissed. Nonetheless, Patience didn't spare one look at her room before brushing by Rook and heading down the hall in the direction of the airstrip.

There was a possibility that Patience would try to get in their way but, Rook rationalized, anger was passion, as she said. If she took down Argyle in her rage, then all the better for them. And if her emotions blinded her and she ended up getting hurt or worse, well...

Ultimately, it was her decision to risk that. Rook would worry about keeping her alive if it came to that. The chances of her finding Argyle at all were incredibly slim.

Satisfied that he had given Patience enough of a head start, Rook headed outside as well. He passed a few Petrosapiens on the way, most carrying supplies or making last-minute preparations. No one, Rook noticed, seemed despondent or terrified. He saw the looks of determination, resignation, and hard fury. Not for the first time, he was thankful for the warrior spirit of the Petrosapien species. He felt like his own calm would shatter if prodded too hard and he knew that he wasn't in any position to be comforting someone.

He slipped through the cramped hanger toward the front, where the Rustbucket III was parked. The docking bridge was already down for him, though it raised as soon as he got on board. That meant that Rook was the last to arrive.

Sure enough, when he stepped into the cabin, there were already five other people there already in Plumber suits. Kevin took up the pilot's seat, of course, with Gwendolyn sitting near Mantle and Tetrax watching Conway passively from across. They were teaming up to take command of the three sections. Rook and Kevin to rescue Ben, Gwendolyn and Mantle to evacuate the kidnapped Petrosapiens, and Tetrax and Mantle to blow up the satellite's power source. Sybil was working with Gwendolyn, as were Popigai and Igneous, whereas Kimberlite had wanted to help out with destroying the satellite's power source. Despite the offer to ride together, all four of them had wanted to head in with someone else. In a way, Rook felt that that was better. He wasn't sure what he would say if he had been forced to face them and saying nothing at all felt better than fumbling for something heartfelt.

Each group had other support members but they would be joining up once all ships landed in the thick of the battle. It wasn't very convenient but Rook had wanted to get as many ships up to the satellite as possible so anyone who knew how to pilot had found themselves assigned to a cruiser.

No one talked. The atmosphere was far too tense for them to bother trying. Taking the co-pilot seat, Rook grabbed the headset waiting for him and slipped it on. They were Plumber brand and recently de-bugged. Everyone else in the cabin was already wearing one. They would need to keep constant communication with each other.

After getting himself situated, Rook tapped on the communicator in his headset, turning the microphone on. "This is Squad Alpha leader, Stone-Cutter, checking in with co-leader Fast." Kevin made a hum of acknowledgment, smirking. But then, what else had Rook expected in letting Kevin pick his own codename? "Squad Beta, Squad Gamma, please acknowledge."

There was a good-natured eye roll from Gwendolyn as she responded, her voice echoing by a second as it filtered through Rook's headphones. "This is Squad Beta leader, Furious, checking in with co-leader Tank," she parroted. When her codename made Kevin bust out laughing, all she could do was scowl with pink cheeks and a barely suppressed smile of her own as Mantle chimed in by repeating his codename.

Tetrax picked it back up. "Squad Gamma leader, Fengári, checking in with co-leader Kevlar," he drawled. He waited for Rook's prompting nod and then added, "Squads A, B, and C, please confirm your readiness for takeoff."

Of course, because the diversion squad was so much larger than the others, Rook had divided it into three sections. They would all land in roughly the same area, but Squad A was instructed to head up the satellite, Squad B would carve their way toward the center, and Squad C would plow downward. Keeping an attack going on all fronts would be far more effective at keeping the enemy thrown off and distracted.

There was a pause where no one spoke but then the Plumber that Rook had assigned to Squad A on Mantle's recommendation picked up. " _Squad A leader, Rara, responding_ ," the Plumber — Rook remembered his name being Mosmochlor — answered. " _Squad A is ready for takeoff on your signal, sir._ "

The next squad was quick to pick up.  _"Squad B leader, Aspect, responding,"_  Xo'onotlite said. There was an eagerness in her voice that had Rook smiling despite the situation.  _"Ready to leave as soon as you are, Stone-Cutter. Or before, depending on how much longer you expect we can wait."_

Her words were teasing, but she was right. Petrosapiens weren't known for being patient. And, beyond that, Rook was getting sick of waiting, too.

_"Squad C leader, Densus, responding."_ That was another Plumber, by the name of Osmium. He was supposed to be one of Mantle's top students, sporting the rank of brigadier, but Rook didn't understand how with the lax attitude that he had.  _"Chiming in to agree with Aspect, but waiting for your orders, sir."_

"Everyone has checked in," Rook announced into his speaker. It was unnecessary, but there was a sort of thrill in it, too.

He gestured to Kevin and couldn't help but grin when the engines started up. Around him, every other ship in the hanger did the same, filling the building with such a loud roar that it made it hard to think. The other hangers, Rook knew, would have heard it and already be following suit.

A minute passed where Rook barely remembered how to breathe. He tapped his foot impatiently, watching the dials in front of him tick steadily upward until, finally, they were ready to take off. "On my mark," he announced. "And...  _now_!"

Thanks to Kevin, the Rustbucket was already inching forward before Rook had finished speaking. They tore out onto the airstrip as soon as official permission was given. Squad A followed them, swiftly followed by Squad B, then C. Kevin was flying them unsteadily, practically shooting up at a ninety-degree angle to get into the atmosphere as fast as possible. Rook couldn't see how the other ships were fairing behind them. The radio chatter had gone silent and all he could do was pray that everything worked out according to plan  _at least_ until they reached the satellite.

The Rustbucket was shaking violently, but it eventually calmed down as they broke free of Petropia's gravitational pull and entered the vacuum of space. Immediately, the thrusters were cut off and the sudden drop in speed made everyone jerk in their seats. Ordinarily, Kevin might have gotten reprimanded for being so reckless, but no one could fault him for that considering the circumstances. The only reason that Rook didn't ask for him to go faster was that they still needed to be part of the coordinated attack.

Once the thrusters were cut, it was easy for Squad B to overtake them. Rook could hear Xo'onotlite in his ear, confirming their phase going correctly, but he didn't reply. To reply meant using his fingers to activate the microphone and to do that meant prying them away from the death grip that Rook had on the console. He wasn't sure what he would do if he let go. His white-knuckled grip was the only thing keeping Rook in that chair instead of yanking a helmet on and jumping out the airlock. He could barely think through the flood of adrenaline. It was a good thing that he had laid out a plan before jumping into the thick of things. How did Ben manage thinking on his feet  _constantly_?

The smaller of Petropia's moons, Månsken, was fast approaching. Rook couldn't make out the details of the space station orbiting it but the lights were bright enough that he didn't need to. The satellite was practically a beacon.

"Squad B, this is Squad Alpha co-leader, Fast," Kevin said into his microphone. His voice jarred Rook back to reality. Had he been unresponsive? Squad B was a lot further ahead than they had been the last time Rook had looked at them. "Do you have a visual? Reminder, your target is the smack-center of the damn thing. Can't miss it." It might have been a joke, had Kevin not looked like he was going to pop a vein from the intensity in his expression.

_"Copy,"_  Xo'onotlite's voice replied.  _"Estimated initial breach in one minute and counting. Fifty if I hurry."_  He could almost  _hear_ her smirk.  _"Forty-nine, forty-eight, forty-seven... You'll see it, Fast, just wait for the giant explosion."_

Kevin chuckled but didn't reply. It would have been in bad taste. The blasters that were equipped on Plumber cruisers wouldn't be strong enough to penetrate the hull of the satellite as quickly as their mission required, so the first few hits on the structure would be caused by ramming it. Plumber ships were durable — they had to be — but even so, the odds for those at the front weren't favorable. But they knew that. They had volunteered for the task. It was considered an honor.

When the first explosion went off soundlessly. Still, the bright flash of heat and fire made Rook grimace. Immediately, the outside of the satellite began whirring with red lights. The mismatched ships soaring around outside of it either turned to help ward off the attack or, mostly, turned to leave. As Rook expected that they would. That was, after all, a side effect of hiring criminals. They didn't tend to be very reliable.

Air rushed out of the hole in the side of the satellite, fueling the dying flames, but stopped when the emergency doors slid into place and plugged the breach. That didn't last long, though. The backup was much thinner than the thick hull and, as laser fire flashed up ahead, the hole was reopened and relentlessly pounded by all thirty cruisers in Squad B. Steel was torn and melted, the breach growing wider too quickly for any preventative actions to be taken. By the time the Rustbucket was close enough to make out shapes as small as people, Squads A and C in tow, the gaping hole was massive enough for dozens of ships to fly through at once.

The middle of the satellite held, predictably, the bridge. They had hammered the control center for the satellite thoroughly but, considering how big it was, Rook didn't doubt that there was a backup somewhere. Likely, there would be several. That wasn't what Rook was worried about, anyway.

They soared into the satellite through the hole, quickly finding that there was no gravity or air. The doors that led to other rooms had all been sealed by those who were fleeing. Not everyone was that lucky. Rook pointedly avoided looking at the floating husks around the ship that used to be alive. He knew what happened to an unprotected body in the void of space. He didn't need (or want) to see the ballooning corpses and remnants of ruptured lungs first hand.

The vacuum didn't present much of a problem. Plumber suits were made to be resistant to drastic changes in pressure and were all equipped with energy helmets and life-support. As for getting the imprisoned Petrosapiens onboard in zero gravity, well, that was yet another reason why Gwendolyn was charging that team. Her mana constructs were going to save lives. And Ben...

He had aliens that were resistant to space. Rook was certain that he would be fine. Or, he hoped so.

"Squad Alpha, in position inside the satellite," Rook finally spoke up. He unbuckled from his seat. The engines were already cut and the other five passengers were waiting by the airlock with their helmets already on. His awareness was coming back. Hopefully, that would be the last of Rook getting distracted by his thoughts. "Squad B will move first. Squads A and C, hold. Additional members of Squad Alpha, Beta, and Gamma need to enter the satellite as soon as you possibly can."

As soon as he had finished transmission, Tetrax opened the airlock. Within a minute, all six of them were floating outside of the Rustbucket. Rook kept his focus on the ships entering through the breach.

There were nine ships for Squad Alpha, seventeen for Squad Beta, and eleven for Squad Gamma. Each ship would carry an attentional passenger, with a few carrying two. Not every single one would have double passengers, though. The groups weren't very big. Rook hadn't thought that it was necessary.

When he was satisfied with the number of ships that had entered, Rook pushed himself off of the Rustbucket and towards the nearest exit. Kevin followed, muttering something about scuff marks ruining his paint job.

Rook wasn't listening. He reached up toward his headset again. Everyone would be able to hear him, but only squad leaders had been entrusted with microphones. Otherwise, the line would constantly be filled with the chatter of over three-hundred soldiers.

"Members of Squad Alpha," he said, "please converge on my location toward the back of the bridge. Other squads, locate your squad leaders and wait for their signals to gather. Be efficient. Stone-Cutter, signing off." Rook flicked his headset off but Kevin kept his on. That way, at least one of them would constantly be kept up to date on what was happening in case there was an emergency.

Thankfully, trained Plumber pilots knew how to fly. Nine ships stopped in Rook's general area and nineteen soldiers, Plumber and Arkein alike, joined him. No one spoke — partly because Petrosapiens tended to speak with their fists and not their mouths, but partly because sound didn't carry in space so it would have been pointless to try.

After everyone was accounted for, Rook nodded toward Kevin. He watched his friend suck his arm into the torso of his Plumber suit, reaching for the chunk of taydenite that he had with him. It wouldn't be comfortable but, Kevin had assured him, he wouldn't explode. He just wouldn't be able to breathe if the air in his suit leaked out. Which, hopefully, it wouldn't.

A second later, there was a large, taydenite sword tearing through the Plumber suit where Kevin's human arm used to be. He jammed his arm into the sealed off door blocking their progress and smoothly cut a gap in it. Air immediately began to rush out.

Fighting against the suction was difficult, but their group managed to pull themselves through the gap. One of the Petrosapien soldiers ripped off the sleeve of their Plumber suit, grimacing in discomfort, and held out a hand toward the door. The surface of his skin rapidly began to discolor but it worked. A craggy slab of peranite jutted out from the steel floor and sealed off the vacuum that was rapidly sucking up their air supply.

Once they were in the clear, Rook tentatively took his helmet off. The air was a little thin, but that would change as they worked their way further into the satellite. He turned to the lined-up soldiers.

"Is everyone clear on the objective of Squad Alpha?" He asked tensely. They didn't need a reminder — they had all volunteered for it, after all — but Rook felt the need to reiterate it. "We will rescue and secure Ben Tennyson, who is currently being held prisoner aboard this vessel. Afterward, we are to immediately make our escape and rendezvous with the other squads at Plumber base. Nothing more, nothing less. Understood?" He took in every serious expression, every nod, every muttered  _"yes, sir,"_ before finally nodding. "Then let us stop wasting time and "get this show on the road," as they say on Earth."

They were somewhat lucky in the fact that the door Rook had chosen led into a short, empty hallway with only two off-shooting doors. Both were ignored. They would not be helpful. Though his first and only visit to the satellite had happened in the vents, Rook had a rough idea of where Ben was because he had been able to connect the path he had taken with where it would be located in reference to the hanger. Even if the satellite had a dozen hangers, Rook was capable of recognizing which one he had come in from.

He considered their location for a moment before saying, to Kevin, "We will need to go up two levels. After that, it will be a simple process of working our way further in."

There were hallways and elevators for them to take, true, but why bother with avoiding walls when it was much easier and much faster to simply tear the entire, putrid construct down with them?

With a nod, Kevin turned his attention upward. "Now,  _that_ , I can definitely do." He grinned in approval.

To the nearest Petrosapien — a male with anticipation written all over him — Rook made an "up" gesture with one hand. It took the male a moment to understand, but Kevin lengthening his taydenite arm to an impressive saw seemed to help. The male nudged the soldier next to him and, together, they both smoothly pulled a peranite slab from the ground and their group shot up. Thankfully, not so far that they slammed into the ceiling.

Kevin held the saw above his head and stuck it through the steel with barely any resistance. He had to do a quick job around the perimeter of their platform to make it big enough for everyone to fit. When they raised another few feet, the steel cutout was tossed to the side easily. The Petrosapien soldiers seemed to barely feel it.

The floor that they opened up on was, as Rook expected, filled to bursting with panicking people. A quick glance showed mercenaries, scientists, smugglers, engineers, and everything in between. All, no doubt, perfectly at home in the criminal underworld. They were left stunned, while Rook gestured for his team to continue. By the time the fighters had enough sense to actually attack, they were easily knocked back when the cut out from the ceiling was thrown unceremoniously toward them. Any stragglers were efficiently knocked away by peranite chunks ripped from the platform and lobbed their way.

Ordinarily, Rook and Kevin might have stopped to fight. But glancing at his friend, the Revonnahgander understood immediately that they were both going to choose to wait this one out. Their focus was on plowing forward, not wasting time by fighting subpar criminals.

The platform shot up to the level above but, the second time, there was no avoiding the groups of criminals waiting for them. Rook tried to pick out different species and remember their weaknesses from the files he had read.

He had barely a second. Detrovite, incredibly tough but their regeneration abilities were slow. Pantophage, hulking and easily outthought. Churl, powerful and durable but weak to electricity. Exioid, physically weak and easily distracted. Tésstia, awkward and graceless but surprisingly quick.

There were more — a dozen more, easily — but Rook didn't have time to catalog them all. The Detrovite had swung and he ducked forward so fast that his neck ached, but Rook had narrowly avoided having the club attached to that fake, cybernetic arm go through his skull.

Even as he threw his body weight forward, Rook took his Proto-Tool into his hands. He dropped into a smooth crouch, taking aim. A counter-weight shot out of the barrel of the gun, looping seamlessly around the Detrovite's real arm. Without waiting to watch the rope tighten, Rook pivoted neatly on his heel, avoiding a shot from a laser blaster, and shot again at the Pantophage charging toward them. The weight wrapped around his thick neck, startling him and stopping him in his tracks. A third blast was shot toward the ceiling and a spiked point embedded itself into the metal, leaving a small crank as the visible base.

Before either alien could think to prevent it, the crank automatically started up. They were both whisked off their feet, the Detrovite banging uselessly against his wrist with the dull club in an attempt to loosen the rope and the Pantophage too busy preventing himself from choking to focus on getting the knot undone.

Around him, all nineteen of Rook's soldiers were engaging in battle. He noticed the Churl from before sneaking up from behind Kevin while he grappled with a small-ish Tetramand. In a single fluid motion, Rook flipped the Proto-Tool into an elongated staff and jammed it right into the alien's prominent eye. A horrible, shrill cry left its black lips and the Churl crumpled to the ground just in time for Kevin to wrap his arms around the Tetramand's midsection and flip the male over his shoulder, driving him head-first into the Churl's body and letting them both collapse on top of each other.

"Nice," Kevin complimented as he straightened. He pointed up toward the two aliens still dangling from the ceiling. "Didn't know the Proto-Tool could do that."

"I made some modifications before leaving for Petropia," Rook replied conversationally.

He took aim over Kevin's shoulder, squeezing the trigger and ensnaring an Exioid with an energy net. Another push of a button and the entire thing lit up with electricity, shocking the alien held within horribly. It might have smelled of burnt flesh, had the room not been filled with the stench of alien blood and sweat already. Even her screams were drowned out by everyone else's screaming and shouting.

Kevin watched idly for a moment, giving an incline of the head to signal for Rook to duck. When the Revonnahgander did, a swiping roundhouse kick cut over his head by mere centimeters and there was a sick squelch by his ear. The blob-like alien was sent spinning into another enemy, disorienting them both and making it impossible for Rook to identify their species. Not that it mattered — either way, they were both out of the fight. A hand on his shoulder drew Rook's attention back to Kevin.

"We should go," the Osmosian said, seemingly unconcerned with the brutal fight swarming around them. "I know these kinda guys. Either they're getting paid enough that their lives are suddenly worthless, or they're so desperate for any scraps that they'd die for a few dimes. Doesn't really matter — they'll never stop attacking until you put 'em down. Unless you wanna instigate a slaughter, we should focus on getting Ben. Leave a cut of the recruits here to hold 'em off. I don't think that Petrosapiens have much of an issue with killing anyway."

That was what Rook wanted to avoid. The idea of killing wasn't particularly pleasant to him but even so, he liked to think that he would be able to do it if he absolutely had to. And if he told some Petrosapiens to hang back and hold off their pursuers, he would be a killer. Some of them would die. That was a given. Maybe they would die, regardless, even if Rook stayed. Did he want to watch it? Leaving felt cowardly, but Kevin had a point. They couldn't waste time on an exhausting battle that would be virtually impossible to "win." All they would do was stack up bodies and that wouldn't bring them any closer to their goal. Whether Rook stayed or went, people would die. The only difference was that one of those options left it up to fate and the other could be pinned on Rook.

So, the question was, could he kill for Ben?  _Would_ he?

The answer was irrelevant. Rook knew that he was going to have to.

The Proto-Tool was shifted back into an ordinary blaster. He shot rapidly into the crowd, drawing the attention of the nearby Petrosapiens. Rook gestured for those that saw him to retreat. The rest, he knew, would have heard his blaster firing seven distinct shots. They would understand their role. These signals had been worked out ahead of time. As sick as the possibility had made him, Rook had wanted to be prepared for any decision that he might have to make in the heat of a fight. He wished that it hadn't had to be that one.

Against his better judgment, Rook retreated. He stepped back, swallowed his protests, and funneled half of his troops through a side door that was quickly sealed behind with peranite. There was banging from the other side but it would be a while until they were followed. Not with the fight still raging and any aliens strong enough to bend steel thoroughly taken by the tide of the battle.

There was a heavy silence. Rook took a deep breath and then, forcing his voice to sound even, said, "We need to find Diavik before we can go any further. We need a sample of his DNA in order to get to Ben." Or, alternatively, a very large explosive. But it was a little too late for them to get their hands on it and Rook wasn't eager to set one off in a space station.

"Where would he be, sir?" One of the soldiers, a young man that Rook felt guilty for not recognizing, asked. He had a chunk taken out of his chin, oozing sulfuric blood, but if the man noticed then he gave no indication of it. There wasn't even a twitch of pain in his expression.

He had asked a fair question, too. Rook thought about it logically. He hadn't stuck around the station long enough to see if Diavik had an office or room that he frequented, but he  _had_ seen Murowa's files. They described Diavik undoubtedly as the "face" of whatever taydenite-related product they were selling, which meant that he handled customers almost in the same way as a car salesman. Where would someone like that most likely be?

"I am not certain," Rook admitted, "but given that his role in this group has more of a financial purpose than a physical one, I am willing to bet that he moved inward as soon as the fighting started. Perhaps to an escape pod, or…" He trailed off as a thought occurred to him.

Rook had not met many Pugnavores in his time. For creatures that fed off of drama and intense emotion, they weren't very social with other species. Or, at least, not species that had advanced beyond Level Three technology. The only Pugnavore that Rook had ever met was Charles Zenith, host of a beloved extraterrestrial television program. He, like Diavik, had been mostly a face. Outwardly, Zenith seemed childish and weak and cowardly. And he was. That much, Rook knew. But that was where the two Pugnavores differed.

Thinking back on the conversation between Murowa and Diavik that he had overheard, Rook suddenly understood. He had thought that Diavik's behavior was odd, but it made sense now. The calmness, the confidence, the no-nonsense… Pugnavores were a gifted species. Just because Zenith had under-utilized his gifts in teleportation, mind-reading, telekinesis, and energy manipulation to be a scrawny reality show host didn't mean that Diavik had done the same. And if that was the same, if he truly  _was_ that powerful, then that only left one logical location for him.

"Or…?" Kevin prompted impatiently.

Behind their sealed-off door, Rook could tell that the sounds of fighting had grown quieter. What that meant was anyone's guess but it likely wasn't good. They had to move. " _Or_ ," Rook continued, starting down the hallway, "he is guarding Ben. We will find them together if my hunch is correct." He really hoped that it wasn't.

Kevin jogged to catch up with him, the other soldiers falling into step just behind. "You sure about this, man?" He asked. There wasn't concern in his voice (Kevin wasn't the concerned type) but he did sound slightly less confident than usual. "Pugnavores are tough. Do you think we can take him down fast enough to meet back up with the others? Like you said back there, we can't waste time by fighting some jackass when we've got a goal we need to be focusing on."

The idea that  _Kevin_ was the one advising Rook away from a fight might have been laughable under any other circumstances. As it was, Rook understood where he was coming from. He just wanted to see Ben, too.

"No," Rook conceded, "I am not sure. But we do not need to win against Diavik. We only need to ensure that  _he_ loses." He managed a grin that hopefully looked convincing. "We will get his hair or blood or skin and then find a way to distract him long enough to get to Ben. After that, we leave. We are not here to take them down for the count." As satisfying as the experience would no doubt be.

Unconvinced, Kevin only nodded. He didn't say it aloud, but if it came down to it, Rook knew which one of the two of them would leave the fight first. Kevin was the type who would gladly delay the happy reunion a few minutes more to seek what he saw as justice. A murder was still murder, but Rook had no doubt that he would end up looking the other way if Diavik didn't make it out of their encounter alive. He wondered if he would remain so morally superior if  _Kevin_ was the one who walked away from the fight. Somehow, Rook doubted that his killings would continue to be from a distance.

Maybe that thought should have worried him with the ease in which it came. It didn't.

As they progressed, the hallways grew more and more familiar. Luckily, the further they moved from the hanger and escape pods, the fewer enemies they came across. Rook ended up blasting a Merlinisapien through a door and their group spent far too much time on taking down a Vaxasaurian, but though their progress occasional slowed, it remained steady.

Rook could feel his heart pounding in anticipation, his fur growing stiff with an anxious sweat as he finally started to truly recognize their surroundings. They were on the right level, as he'd guessed. He took a left at an exposed pipe, down to the end of the hall, right and through the door nearest the dead-end… A part of him almost couldn't believe it. He was so close that he felt as though he was going to blink and wake up.

But as Rook neared the final door, he remained firmly fixed in reality. No one spoke. The few stragglers that they'd been running into and fighting had even tapered off and Rook found that concerning. Murowa had so many other safety measures in check. Surely, she wasn't so overconfident that she would leave Ben without a physical guard?

Something shimmered in the air. Rook, already on edge and looking for any excuse to indulge his paranoia, swiftly yanked one of his utility pockets open to slip a gas mask onto his face. Even then, he wasn't fast enough to escape the drowsy feeling. He ignored the headrush, turning to warn the soldiers behind him, but it was a pointless effort. They had either moved fast or slumped over, unconscious. Thankfully, only two of them had succumbed to what was no doubt Nemuina dust in the air. The other seven had varying degrees of awareness, but at least they were still standing upright. At Rook's side, Kevin had held his breath long enough to get his helmet on. There was still a hole in the arm of his Plumber suit, but that was swiftly plugged when he expanded the taydenite that made up his arm. The metal groaned in protest but was air-tight once again.

Making a gesture for everyone to hold, Rook leveled his Proto-Tool at the door at the end of the hall. That was the last one that didn't require a security clearance. Beyond it was the chamber that would let into Ben's prison. The brightly-lit hallway around them was empty of all over lifeforms. The few other doors were closed. Rook didn't dare to look at the vents.

"Murowa," he spoke evenly. "If that is you, show yourself. You are only making things more difficult by hiding."

Silence.

Just as Rook was considering that they had merely blundered into a boobytrap, just as he started to relax, just as he was lowering the Proto-Tool, a distinctly male voice chimed back jovially, "Is that so? And what if it's  _not_ her? I do so  _hate_ to disappoint."

It was Diavik's voice, undoubtedly. He was speaking but Rook couldn't see him. So where could he—?

All Rook did was blink but that was enough. There was no flashy pop of confetti or sparkles or smoke like Charles Zenith had when he teleported. One moment there was nothing and the next, Diavik was right in his face. Like the rest of them, he had on a gas mask. The dust around them grew so thick that the air was tinted golden. Rook could faintly hear the vent fans whirring away above him. They really  _had_ walked into a trap.

By the time Rook remembered to aim his Proto-Tool, Diavik was gone again. Kevin let out a strangled shout of surprise and his taydenite hammer embedded itself in the wall, right through where Diavik's head had been. It was a valiant, though pointless, effort. Rook's Proto-Tool was wrenched from his hands in that split-second of distraction. He barely had the sense to duck right before he could take the butt of the weapon to the temple.

Diavik tisked as though disappointed. He slammed the Proto-Tool against the wall (as if that would damage the weapon) and tossed it uninterestedly over his shoulder. It smacked the door at the end and clattered to the ground. If Rook could get to it, he would be exactly where he needed to be: one step closer to Ben. But unless he could get Diavik's DNA, it didn't matter.

One of the Petrosapien soldiers finally shot off a blast of peranite. Rook wasn't sure why they waited — maybe because he told them to or because they were just as confused and overwhelmed as any outsider had the right to be. One of the others had already moved the two that were unconscious, fixing their suit's helmets into place and propping them up against the back wall for their own safety. The initial shot had been easy for Diavik to dodge but it got the others into motion.

A flurry of peranite shards filled the air as gloves were ripped off and tossed to the ground. Rook flung himself to the ground, taking Kevin with him, as the hallway shook and trembled. Slabs of peranite dropped from the ceiling, spikes grew from the walls, and rippling waves of the crystal ripped apart the floor and bucked wildly enough to send anyone standing to their knees.

By the time everything stopped twisting and bucking, the hallway was unrecognizable. Wires crackled through the walls, the lights were flickering, and peranite clogged the center so thoroughly that Rook couldn't see the other side anymore. His heart lept into his throat. His Proto-Tool was effectively sealed away on the other side, and Diavik—

The Pugnavore stood mere feet away from Rook, completely unharmed. He had probably teleported away to the other room until the chaos calmed down. The look on his face was rage-inducing. "Smug" didn't even begin to describe it.

He tossed a look over his shoulder almost contemplatively. "My task was merely to keep you from reaching your target," Diavik remarked idly. "I'd say that this is a good start. Please, attack again. Let's tear this whole damn station apart in your ineptitude!"

Just when Rook was struggling not to give in to his frustration, seconds away from snapping and attempting to land a punch even if he was unarmed, Diavik was sent flying. He hit the wall, stumbling to catch himself, and Kevin stood above him with his fist still poised in the air and a glint in his eye.

"I've been waiting for a crack at you, tough guy," Kevin growled. He didn't have enough taydenite to cover his entire body but he didn't need to. He ripped through what remained of his Plumber suit with ease, crouching down to touch his human hand to the floor. In an instant, metal raced up his body and covered everything except for his taydenite arm. He gestured widely for the soldiers to move back, a grin on his face. His gaze didn't stray from Diavik for a moment. "Just you and me.  _Mano-a-alien_. Think you can handle that?"

Straightening himself back up, Diavik shot Kevin an unimpressed look. He didn't acknowledge it, but a thin trail of green blood leaked down his chin and it was clear already that his cheek was going to bruise. "You don't know the first thing about Pugnavores, do you?" Diavik scowled. "I manipulate energy. All of your abilities draw from the absorption of energy. Don't you see any problem with that, or is your head so thick that it's physically impossible for you to take in new information?"

Kevin didn't hesitate. "Doesn't matter what you can do. I'll still be the one framing your ass on my wall once I'm finished kicking it."

He didn't waste any more time talking. His taydenite arm elongated to a tip, forming a sword and cut right through the wall where Diavik had been a moment ago. Without looking, Kevin turned completely around and threw a punch with his steel hand right as Diavik reappeared. The Pugnavore caught it, looking faintly surprised, and narrowed his eyes. The taydenite and metal melted away, revealing the skin underneath. Kevin clenched his jaw in frustration but it didn't stop him from grabbing Diavik by his antenna and throwing him to the ground. Again, reality warped, and the man was gone before he hit the floor.

Not sparing a glance at Rook, Kevin made a shooing gesture and touched the cluster of peranite in the middle of the hall.  _Why_ , Rook wasn't entirely sure, but once his body was completely made of crystal Kevin spoke. "Get out of here. Take those soldiers and get to Ben. I'll drag him back there if you need his DNA for the force field but see if you can manage otherwise. There might not be much left when I'm finished."

"Is that what you think?" Diavik's voice snarled, all playfulness gone. He warped back into reality, grabbed Kevin by the neck, and threw him through the cut he'd made in the wall earlier. A glance was spared at Rook but, given that the Revonnahgander was still on the floor, Kevin must have taken the priority because Diavik was quick to look away and follow in the direction he'd tossed the Osmosian.

A grunt of pain followed — clearly Kevin's — but Rook didn't stick around to listen to it. He flipped up onto his feet in an easy motion, gesturing to the nearest soldier. "Get that peranite mess out of the way," Rook managed once he found his voice. "We still have a goal."

If any of them disagreed then they were smart enough not to say it aloud. Two Petrosapiens focused on the cluster blocking their path and it sank back into the holes it had protruded from. That didn't fix any of the damage but they would at least be able to pass through it. Which was good, because Rook was tired of waiting.

**Notes for the Chapter:**

> ...but I hope that you guys aren't, because there's another week to go until we find out what's going to happen!
> 
> Also, with Diavik's powers. In the episode where Pugnavores were first introduced, "The Most Dangerous Game Show," Charles Zenith (the Pugnavore host) is able to change Ben from his transformation and back to human, meaning that he manipulates energy. And since that's Kevin's entire source of power, well… The odds of this fight aren't exactly fair, is all I'm going to say.
> 
> **Chapter Twenty-Six: _Thick and Thin_**


	28. Thick and Thin

**Summary for the Chapter:**

> "Okay." Kevin took a deep breath, closing his eyes. "Here goes everything."

Rook listened intently as the sounds of fighting moved further and further away before turning to where he knew Ben was being held. Kevin had kept his word to get Diavik away from them, after all. They couldn't stand to waste any more time — who knew how long Kevin would be able to hold him off?

He darted to the end of the hallway, bending down to grab his Proto-Tool as he swept by without breaking stride. The door at the end of the hall was flung open and, beyond it, Rook saw the same chamber that Diavik had stood in days ago. There were the security scanners, the locks, electronic keypads… All of which, Rook was willing to rip out of the wall.

Footsteps sounded behind him. His soldiers were scattered and confused, needing direction. It was hard for Rook to care. He jerked his chin toward the high-security door, staring intensely at the soldier closest to him. "Open it. I do not care how you do so."

She didn't comment or even look the slightest bit perturbed. The female nodded, every bit a soldier trained to take orders, and nudged the male next to her. Together, they concentrated on the center of the door and pushed in opposite directions with their hands. Peranite split the door down the middle, crunching the steel against its frame. Alarms sounded, lights blaring, but the base was already in such chaos that Rook barely noticed an additional layer to the constant buzz. He didn't care, either. He jogged through the open gap, unable to think about anything except what may be awaiting him, and—

And there was Ben. Slightly confused and disgruntled, but unharmed and excited. His eyes lit up when he saw Rook. It was heart-wrenching.

Despite all that he'd worked to be there and how long he had been waiting, Rook was unable to meet Ben's gaze. Not until he was unstrapped from that table, anyway. He would be — Rook refused to leave until he had accomplished that much. "Just a few more minutes, Ben," he muttered to himself. "I will not leave again without you. I swear on that."

He noticed that the soldiers hadn't followed him into the room. For a moment, he wondered if Ben would be upset for strangers to see the famed hero in such a vulnerable position, but then Rook decided that there were more important things at stake than Ben's public image. He waved forward the same female from before and forgot to feel bad about not knowing her name.

"Can you pry open a hole in the floor?" Rook asked, pointing at his feet. "There is something that I would like to see in the room below."

The female glanced at Ben, her expression surprised and maybe even a little bit pitying. When Rook poised his question, she begrudgingly looked back to him and nodded. "Yes, of course, sir," she said, more for her own benefit than because Rook needed to hear it. The glove of her suit was already off so she merely sharpened her fingers into a single point and knelt down, drilling her arm through the floor. It made the thin metal quake as she split it like paper, tearing out a chunk and sticking her other hand in to pull the gap apart until it was easily big enough for Rook to fit through.

Finished, she stepped back, and he didn't hesitate to crouch next to it. Rook used his Proto-Tool to attach a grapple to the edge of the hole, lodging it in the twisted bits of steel, and lowered his legs over the lip. Before he dropped, he risked a glance at Ben.

There was clear uncertainty on his face and a dash of apprehension but, mostly, Ben looked relaxed. His expression spoke of nothing but confidence and trust. Knowing that he had left his friend behind, no matter how necessary it had been, made that look even more crushing for Rook. A successful rescue was really the least of what he owed to Ben.

Slowly letting out the line of his grapple, Rook let himself slip out of sight and into the room below. It was a massive, empty compartment. There was no lighting, no security, no people — nothing. Rook had been worried about finding something like that. He stopped half-way to the floor, already knowing what he was going to see. He could feel the electricity tingling along his fur from the force field already. Turning on the lamp on his Proto-Tool, Rook saw exactly what he was afraid of. The only purpose of the room was to provide the bottom of Ben's prison with additional defense. Either the force field ignored objects that were in the middle of its range when it was activated, or Murowa had set up an additional one just for the bottom of the sphere. Neither option would have surprised Rook.

He stayed where he was, hanging over the empty room as he worriedly thought about what he was supposed to do. Kevin was distracting Diavik for them, but how long would that last? Pugnavores could manipulate energy. True, they didn't have enhanced strength or speed and they couldn't shoot lasers or radioactive material like some other species, but Diavik certainly had the advantage. If something happened to Kevin, Rook didn't want to let his sacrifice be in vain. But, beyond that, Ben simply deserved to be walking free by now. It was long past due.

So how was Rook going to accomplish that? He'd agonized over Murowa's security for  _days_ to no effect — he couldn't figure out a way past her security measures.

There was a tug on his rope. Rook glanced up and, begrudgingly, pulled himself back to the top. When he got there, one of the soldiers offered his hand and Rook took it, climbing to his feet back on solid ground. "Did something happen?" He asked, looking at the worried expressions of the newcomers.

The male who had helped Rook up nodded. "The lights in the other rooms went out and the emergency red lights came on," he explained. Then, gesturing around them at the perfectly functioning security measures, continued, "We assumed that this room has another personal generator but we don't have time to strip the nearby rooms to find it. If they destroyed the base's main power source already then we need to leave, sir. We can't afford to stay."

Rook disagreed —  _strongly_ — but he nodded along regardless. His gaze flicked along the faint outline of the force field, doing anything to avoid lingering on Ben. "Thank you for informing me. If we are to do this in a timely manner then we need to—"

A horrible tearing sound came from the other side of the wall and, with a crash, Kevin was sent flying into the room. He hit the shield with a grunt that immediately turned into a scream as the dome lit up with electricity, shocking him with such a light show that it hurt to look at. Rook could only imagine how agonizing it was to experience first-hand.

As soon as Kevin hit the ground, his steel coating filled with holes and smoking, Rook was at his side. The metal he'd absorbed had taken most of the damage but, as it fell away with Kevin's weakened state, it was clear that he hadn't made it completely unscathed. There were tears in his clothing, bruises underneath them already purpling. He looked exhausted and drained — as though it was a physical effort to keep his eyes open. A thin line of blood crept from the corner of his mouth and down his chin. With a grimace, Kevin wiped it away and tried to sit up.

Even though he helped his friend steady himself, Rook's next words weren't kind. Kevin wouldn't have wanted them to be. "What is wrong?" He asked, jerking his head toward the whole that Kevin came from. They had to be quick. Diavik would be joining them soon. "Is he really too much for you?"

Kevin scowled, brushing Rook's hands away. He grimaced through a wince of pain, pressing a hand over his chest where something was probably bruised or broken. "No, he's not. It's just that no matter what I absorb, he can get rid of it. What's the point?"

Quite the dilemma, to be sure. Rook glanced at the door. He figured that Diavik wasn't joining them yet because he didn't want to risk touching the force field in the heat of a fight. His unwillingness to enter the room would be yet another roadblock for them.

"We will need to find a loop-hole in his abilities," Rook said finally, risking a look over at Ben. Kevin hadn't even twitched his head in the hero's direction, but Rook knew that he had to feel the way that Ben's gaze was drilling into his back. "You absorb matter, which he can get rid of, but I do not think that he can kill you outright. If he could manipulate life energy, he would have slaughtered us all by now."

Something clicked. Kevin straightened up, an odd look on his face. "No, life energy's just mana, which is already what he's messing with. And I'm no Anodite, but Gwendolyn's explained a thing or two. It's not the  _type_ of energy he's manipulating, it's the  _amount_. Which means that all I have to do is overload him." He staggered to his feet. Rook helped him up, a hand on Kevin's back to support him, and he felt something warm and sticky.

Alarmed, Rook pulled his hand back to see that his glove was tainted red with blood. He finally took notice of the bloody mess underneath Kevin's shirt, staining the black fabric darker and oozing down toward his pants. It was no wonder that Ben had been staring at him so intently.

"Are you certain that you are in any condition to do this?" Asked Rook. He didn't know what Kevin was going to do in the first place but he knew that it likely wasn't going to be easy on his body. Before Kevin had answered, Rook had already decided that he wasn't going to argue or try to stop him. He was hyper-aware of Ben's presence behind him and knew that too much was relying on the mission being successful.

"I'm the only one who can," Kevin replied with a dismissive shrug. He took a shaky step forward. "You might want to step back. I've only really practiced this a few times. I don't want to end up hurting you." He made a gesture like he was parting a wave in front of him.

Rook stepped back, noticing that the Petrosapien soldiers were either pressed up against the wall or had left the room entirely. Likely, to handle some other minor details that Rook wasn't capable of paying attention to at the moment.

"Okay." Kevin took a deep breath, closing his eyes. "Here goes everything."

When his eyes opened again, they were no longer Kevin's. Black rings encircled them, the sclera burning red while the pupils narrowed into dark slits. His skin turned grey and his expression morphed into one of pain as Kevin began to  _grow_. Darkened lips pulled back into a grimace, revealing row after row of sharpened, yellowed teeth. A crest sprouted from his forehead, zig-zagging into points that crackled with electricity.

He shot past seven feet, then eight, until he towered above Rook at easily ten feet tall. His body grew proportionally at first, but Kevin's anatomy soon stopped making any logical sense. Tendrils of his hair grew long enough to brush his knees and thick plugs formed on the end and thrashed, as though having a mind of their own. His chest swelled with muscle, growing fur and rocks.

One arm grew massively oversized, with fingers so large that Kevin could have crushed his own head like a grape between two of them and the size making it resemble a gorilla dragging its knuckles. The other arm, at least, had a defined elbow but it was made of dusty red and grey rocks.

Two more arms sprouted from underneath the first, bubbling masses that burst free from the skin and caused Kevin to grit his teeth against the agonizing onslaught. One was stumpy and awkward, though the claws tipping his three fingers could have shredded steel like it was skin. The second additional arm was far skinnier but longer, three-pointed fingers with razor-like claws that reached over twice the distance as the other hand.

Kevin's pants tore below the knee as his growth ripped the fabric off, though by that point, his knees were pointed and perpetually bent as though he was in a crouch. His bones cracked audibly as his shins had to bend backward. An exoskeleton replaced the skin, leaving Kevin with an unmistakable pair of grasshopper legs.

In an unsightly display not unlike what happened to his arms, Kevin's back arched painfully as twin mismatching wings forced their way out. One resembled something like a fairy's out of a storybook, while the second would have been more at home in the Triassic period than in space.

Rook could have easily summarized it with a few words: Kevin was a monster.

That didn't stop the  _thing_ with Kevin's face from grinning as the transformation completed and it finally stopped howling from the torment. It didn't say anything. With one mighty push of its powerful legs, the beast went sailing through the wall where Kevin had come from a minute prior. The hole that  _it_ left was twice as large. Even as it pounded after Diavik, its maniacal, echoing laughter rattled around Rook's head.

 _Brallada_. What had he just witnessed?

Behind him, Ben was making noises of distress. With the gag in place, he couldn't say much of anything, but he had started up the first genuine attempts to claw out of his binds that Rook had witnessed him doing. It was hopelessly ineffective. Unsure what to think or say or do, Rook stood quietly and watched as Ben thrashed back and forth and panted with exertion over the effort of trying to force himself to somehow reach the shackles. There was something animalistic about the display. Rook had never witnessed such fierce desperation before. He knew, instinctively, that nothing he could say would calm Ben down or convince him to stop. So, with guilt clenching painfully in his gut, Rook pursed his lips and watched.  _Like a coward._

And then the front wall exploded.

There was barely any time to duck. Bits of metal rained down upon everyone, debris and dust flying as fire sparked and quickly died with nothing to spread to. Rook desperately tried to rub the grit from his eyes, needing to see what had happened. He was knocked to the ground when the force field began to spark uncontrollably. The tiny bits of the wall constantly bouncing off of it had caused it to go from a see-through bubble to a deep, angry shade of blue as electricity bounced as wildly as a storm. His fur was standing on end but Rook managed to get his Proto-Tool converted to a shield before any of the bolts could smack into him. They made his defense quake, sending shakes up his arms and down his spine hard enough to make Rook's teeth ache.

From the smoke still blocking the view of what had been the wall,  _it_ came back. The monster was cackling, a truly depraved look in its red eyes. The arm that had been transformed into rock was outstretched, focused on manipulating the gravity around the flailing figure of Diavik. The man was being swung around too fast for Rook to get a good look at him but his screams said plenty about how much damage had already been done. Rook winced, still slumped on the ground, as Diavik was slammed into the ceiling and floor, ceiling and floor, back and forth like a bouncing ball as the beast slowly flapped its enormous wings and moved further into the room.

Then Diavik hit the force field and everything stopped.

For a moment, anyway. The static in the room died down almost immediately as the force field flickered and dropped. If the monster noticed this, then it ignored the change. It continued to screech in delight and slam Diavik around like a rag doll. The man was electrocuted with a powerful blast from the thing's horns and sent through another wall with a powerful kick.  _It_ followed close behind, leaving the room deathly still.

At first, Ben didn't seem to know how to react. For all that he had been struggling to get out of his confinement, he didn't seem particularly excited. Exactly the opposite, actually. He looked pale and his pupils were nearly pin-pricks, unable to tear away from what used to be Kevin as it flew from the room.

Rook was the one who ended up utilizing his newfound access. He turned to the soldiers first, waving them away. "Leave!" He shouted, impatient, and they were all far too eager to comply. He couldn't blame them. A part of Rook was grappling with the concept of killing that  _thing_ before it could hurt anyone else in its impulse rage, but the bigger part of him was incapable of connecting the beast to Kevin.

Before he did anything else, Rook was at Ben's side. His friend only seemed to notice that he was there when Rook touched the shackles. Thankfully, they didn't electrocute him. Ben made a sound behind his gag that was probably meant to be something like,  _"Why are you taking so long?"_

If it had been the happy reunion that Rook would have liked, he might have rolled his eyes and playfully told Ben to be patient. The sounds of smashing behind him reminded Rook that his timing couldn't be worse.

"It might be hot and a little uncomfortable, but I will have to cut these shackles loose," Rook explained as he reached for his Proto-Tool. Like he had done so many weeks prior, for the simple task of opening a container, he adjusted the settings of his blaster until he was holding a laser. "Do not squirm. Try to hold as still as possible, Ben." A nod. It would have to do. Rook took careful aim and pulled the trigger.

Ben made a noise of distress, probably due to the heat radiating against his wrist through the weakening shackles. It was only the one sound though, as he dug his nails into his palms and glared determinedly at the ceiling while Rook worked. It didn't take long. The biggest concern was cutting right through Ben's bone and causing his skin to boil, but other than some redness and burns, it looked fine when Rook cut half of the shackle off and slipped Ben's right wrist out. At the very least, it wasn't bleeding, so it wasn't a third-degree burn. Rook wasn't qualified enough to treat something like that.

He assumed that the second wrist would go faster, but Rook didn't get the chance. As soon as his hand was free, Ben ripped the face-hugging gag off and took a heaving breath of air. Right after that, the three IVs in his arm were torn out. Other than a wince, Ben didn't seem to care about how much he was bleeding. Panting, the hero stared blankly at Rook as he let himself relax for what looked like the first time in days. Ben licked his lips, rolled his jaw experimentally, and let his head fall back and his eyes close. He looked exhausted.

That only lasted for a moment. Almost as soon as he'd slumped down, Ben was straightening. His hand went to the Omnitrix. One of Murowa's energy-harnessing devices was strapped to his wrist. It was removed, violently torn right out of the popped-up Omnitrix core. The Galvan device looked remarkably fine, but Rook couldn't say the same for the splintered remains of Murowa's doomsday bringer.

"Ben, are you—?" Rook tried, concerned, but Ben wasn't listening.

Without even bothering to select something, Ben slammed down on the Omnitrix and bathed the room around them in a glowing green light.

The shackles were ripped apart by the transformation. More than that, the table itself collapsed under the weight of Ben's new form. Gravattack, as the hero had dubbed that particular alien, stood where a human had been a moment prior. Rook had never thought of that specific form as being intimidating — Ben often got cocky as Gravattack and, by default, made a lot of jokes. Even so, Rook had never seen Gravattack look so serious.

His beady eyes narrowed and the alien reached out a hand that looked identical to one that the beast possessed. By that point, they were the only two in the room, but that didn't last. Gravattack focused on the sound of thudding that came from an adjacent room and, with one smooth yank of his hand, the monster came crashing through the wall with such force that it startled Rook. With the monstrosity, of course, came Diavik. He had stopped screaming a while ago, his body limp. Rook doubted that he was still alive.

Both were deposited, none too gently, on the ground with a sharp, ringing clang. The monster, undeterred, completely ignored Gravattack and instead turned again to Diavik. It kicked the man hard enough to make Rook wince, sending him skidding along the floor of the room and hitting the wall with a sticky splat. Pugnavores, apparently, bled green. And they bled a lot. Rook wanted to check Diavik's pulse, but instead, he pointed his Proto-Tool to the monster. It had to be stopped while it was still only focused on destroying  _one_ person.

Sure enough, it went after Diavik's body, fist pulled back to deliver a bone-crushing punch. It swung but the hit never landed.

Moving faster than an alien that size had any right to, Gravattack was suddenly in front of the monster. Hand held out, he caught the thrown fist with visible effort. It probably wasn't helped by the fact that the beast was pushing back against him with clenched teeth, desperately trying to finish the hit.

" _Kevin_ ," Gravattack said in that craggy voice of his. Despite the look on his face, he was deathly quiet. " _You need to stop. He's had enough._ "

The monster snarled, all signs of its grin and laughter wiped away. "I _decide when he's had enough, Tennyson!_ " It snapped with a horrible, twisted echo of Kevin's voice. " _Now get out of my way or I'll put_ you  _through that wall after him! You really think that you can take me?_ "

" _Yes_ ," replied Gravattack immediately. The answer surprised Rook but it took the beast completely out of its element — it couldn't decide between confusion or indignation. " _But I'm not going to. Kevin, you're overreacting. Calm down._ "

The sound that it made in response was a cross between a mocking laugh and a shriek of fury. " _Overreacting? Calm down?_ " It repeated.

" _Yeah, that's what I said. At least your ears function, even if you aren't listening_ ," Gravattack said dryly.

Before the monster could threaten him again, the Omnitrix flashed and Ben stood where the imposing alien had a moment before. Even without several thousand pounds of rock and muscle on his side, despite having to crane his neck to make eye contact with his opposition, Ben hardly looked like he cared. His expression remained impassive.

As if to challenge that, the monster snorted, bending down to be at eye-level with Ben. When it snarled, its teeth flashed, pointed like daggers and speckled with green blood. The electric plugs that made up the ends of its snake-like hair began to coil in preparation to strike. " _Really_?" It hissed, nostrils flaring. " _And what makes you think that you'll manage anything useful in this form,_ hero?"

"Shut up," Ben retorted impatiently. He jerked his head over to Diavik. "Your head's four times the size it was before but your brain must've shrunk in that thick skull of yours. He's probably  _dead_ , Kevin. You might've killed a guy. What the hell do you stand to gain by continuing to pound him?"

At the reminder of Diavik's crumpled body, Rook started to inch around the monster (which  _wasn't_ Kevin, no matter how much Ben didn't want to believe that) to check up on the Pugnavore. He kept his blaster trained on the beast. For the time being, it was calm, but as soon as that changed…

Luckily for Rook, the thing was wholly enthralled with Ben.  _Unluckily_  for Rook, it wasn't happy with what he was saying.

It slammed both of its enormous hands into the ground next to Ben, roaring so loudly that the room shook. When its jaws snapped shut, Rook felt his blood run cold. From his position at the back, he couldn't see anything.  _Ben_.

" _It's not about what I gain_!" The monster replied. Rook let out the breath he had been holding. " _Why aren't you more upset, Tennyson, huh? Don't you see what that bastard did to you? He_ deserves  _this!"_

Rook got around to Diavik in time to watch Ben stand up, apparently having fallen down when the monster made the ground shake. He reached up and shoved the thing's massive head away. "Kevin, stop! This isn't how we do things!" He shouted, but it fell on deaf ears.

The hero's left hand was grabbed, pinched almost delicately between two of the monster's massive, blocky fingers. Ben yelped as his arm was pulled, more out of surprise than pain, and he was lifted until his toes were only barely touching the ground.

The blood from his mishap with the IVs, which had been steadily dripping over the watch-face of the Omnitrix and down his fingers, splattered onto Ben's face and across his shirt. He made to wipe it away, disgusted, only for the beast to grab that hand too and hold it out of the way.

" _Look at yourself_ ," it said, eyes burning with barely-controlled fury. " _Look at what they did to you. And you're telling me that_ I'm  _the one who needs to stop_?"

Ben clenched his jaw, glaring right back at the thing that could crush his hands with a stray thought. "Right now, Kevin, you're the only one doing anything. What they did— That's for  _me_  to worry about. You weren't affected by it.  _I_ was. If anyone gets to decide who deserves what, it's me. And if you respect me enough to fight for me then you should respect me enough to  _stop_. Or else you're just as bad as they are."

From one of its extra limbs, the animal formed an energy whip, as red as its eyes and snapping with electricity. The only reason that it didn't wrap the whip around Ben's neck was that the hero had the good sense to duck before it could, tearing his hands out of its grip in the process. " _You take that back_!" It shrieked, towering over Ben with pupils so thin that they weren't visible anymore.

Until then, Rook had hung back only because he trusted Ben. But when the hero dodged, he had lost his balance and hit the ground, landing hard on his bloodied arm. The reflective hiss of pain that Ben made was lost on the beast, but Rook finally found the sense to squeeze the trigger.

An energy blast hit the creature's blocky arm, drawing a cry from its twisted lips as its attention shifted to the smoldering mark on its shoulder and then, to Rook and the Proto-Tool aimed right between its eyes.

"Rook!" Ben's shout came with an unusual mix of fury, desperation, and concern. "Leave Kevin alone, I can handle him! Kevin, stop it! You're not like this anymore! You're  _not_ a monster, so stop acting like one, you thick-headed  _jackass_!"

He lurched forward, wrapping his arms around the thing's leg in some vain attempt to halt its forward march. The energy whip grazed Rook's fur as he ducked out of the way and with the action went Ben's last shred of patience. He twisted himself around with surprising strength, lashing out with a foot and jamming it right behind the monster's knee. The effect was exactly what one could expect from such thin legs. The beast cried out in pain, crumbling to its knees with a crash.

Quickly, Ben found himself back on his feet, darting forward to stand between Rook and the fallen beast. "Both of you! Listen to me!" He put his hands up as though that was going to stop the mindless animal that he was intent on defending. To Rook, Ben's expression turned pleading. "It's really not as bad as it looks, I swear. He's come out of worse and his control is always getting better. I promised myself that I wouldn't let this happen again. Please, Rook, you gotta let me try."

The vulnerability in Ben's eyes made him uncomfortable. The blood splattered on his face and running down his arm caused Rook's stomach to clench so he turned to the monster instead. It was quiet and still, panting as it looked between the two of them contemplatively. It wasn't following their conversation — Rook had seen enough cornered animals to know when one was weighing its odds.

Swallowing the lump in his throat, Rook raised his Proto-Tool. "Please move, Ben," he said quietly. "That thing is not Kevin. Not anymore. You can see it in its eyes, even if you do not want to admit it." His finger moved to the trigger. "You can look away if you wish. I will not make you watch, but I need to finish this before it does."

Stubborn as always, Ben shook his head. He turned to Rook fully, throwing his hands out to the side and making himself an easy kill for the beast. "No! That's  _Kevin_! He's just got too much energy right now!"

Rook didn't lower his blaster. He could feel himself shaking but he didn't blink. His hands remained steady. "Ben," he all but whispered, "that thing just killed someone."

An odd look came over Ben's face — one that Rook didn't understand, nor did he ever want to. "So did Kevin," he said quietly.

Unprepared to digest such a statement, Rook chose instead to ignore it. He was attempting to think of something that could convince Ben to move but never got the chance. Behind his ex-partner, the beast twitched as though to stand up. Ben whirled on it and did the last thing that Rook was expecting — he slapped the thing, open-palmed, right across the face.

Somehow, Rook and the monster had the same expression of shock and disbelief on their faces. It was doubtful that such a hit even hurt the thing, but that wasn't the point. The point was that Ben slapped something that could pulverize him and didn't seem to care.

"I really hate slapping people," Ben grumbled, shaking his hand out. His palm was probably going to bruise after that. "But y'know, I wouldn't have to if you were back to yourself. I could kick your ass any time, Kevin, but it's not exactly a fair fight when you're so out of it that you're trying to kill the guy that you just killed  _for_. Or did you forget that?" He wiped the blood off of his cheeks, only succeeding in smearing it everywhere. As if it needed to be emphasized, he pointed to his face. His expression didn't soften but the monster quieted down all the same, staring at Ben intently. "Remember me? Ben Tennyson? I saved the universe about a ka-jillion times." His lips twitched into a faint smile. "You hate when I say that. That's gotta ring a bell, right? C'mon, man. I'm not going to start crying and begging for you to come back like Gwen does. Just try to remember how much you don't want to kill me anymore."

With a roll of his eyes, Rook tightened his grip on the Proto-Tool. If Kevin somehow managed to get a grip, well… it wasn't likely, that was all. After all the worrying and stressing that Rook had done in the course of the last few days — closer to a week now, he thought — he really  _didn't_ need to see Ben as a red, sticky stain pummeled into the ground.

But that was when the most bizarre thing happened. The animal squinted, as though gazing through dirty water, and groaned. It bent forward and Ben, displaying no hesitation and almost giving Rook a heart-attack in the process, knelt down and rested his hands on its heaving shoulders. Next to the thing, Ben looked far too slight. The week of captivity had not been kind to him. Rook had never once thought of Ben as fragile before, but his wrists hadn't always been that boney and the blood drying on his skin and clothes and in his hair made him look sickly pale. Compared to the hulking form of a monster, Ben looked as insignificant as an insect.

That scared Rook more than anything else he'd seen that day.

He watched, transfixed, as the rocks and blocks covering the beast's arms began to meld back into its skin. Wings and extra limbs retracted, bones snapped into their proper places with a far more human-like scream, and the extra height and muscle mass faded away. To Rook's amazement, in only few moments, Kevin was crouching where a monster had been. His eyes were tired, but not red. The only reminder of what had happened was the scattered remains of Kevin's Plumber suit and the shirt and pants hanging off of him in tatters.

Ben grinned. It was the first smile that Rook had seen on him since he'd been released from his restraints and it was a twisting, bittersweet thing in combination with those sad eyes. He started to say something, but Kevin beat Ben to it.

"Did you mean that?" He wheezed, vocal cords strained. When Ben's only response was to arch an eyebrow, Kevin clarified, "What you said earlier. That I wasn't affected by... what happened to you. Do you really think that?"

"I— no, dude, of course not, it was just— the heat of the moment, y'know—?" Ben bit down on his tongue to keep from continuing. He was quiet for a minute, visibly frustrated as he tangled with his complicated thoughts. "No. I didn't mean it, I just wasn't really thinking. I know you probably had your hands full dealing with Gwen. Bet she freaked out." He snorted, relaxing with a smile. If it was a little bit forced, then no one felt the need to call him out on it. Ben straightened up, offering Kevin his non-bloodied hand. "It's good to see you, Kev."

There was a moment where Kevin's gaze lingered on Ben's injuries, soaking in every bruise and cut. If he was upset on behalf of his friend, he didn't show it. An easy smile came to his face and he took Ben's hand gratefully, letting himself be pulled to his feet. As soon as he was up, Kevin more-or-less dragged Ben into a hug.

It was a little awkward to watch. They clearly had very little experience in hugging each other, but Kevin eventually found an angle that worked for their heights and Ben managed to get his skinny arms comfortable around his friend's shoulders.

"Missed ya, man," Kevin muttered, almost unwilling to admit it. He patted Ben on the back once and pulled away from the embrace. Even that seemed a tad reluctant.

They weren't free yet, but even so, Ben was a lot more relaxed with Kevin back to normal. He said nothing, only grinning wider and practically buzzing with glee. All of that faded when Ben turned and remembered that Rook was also there.

The last time they'd spoken, it hadn't exactly gone poorly, but Rook knew that he still had a lot to say and apologize for. More, even, now that he had plenty of time away from Ben to think long and hard about their relationship and what had happened. He got the feeling that Ben had more to add as well, but he hadn't expected the tense atmosphere between them to carry on for so long.

It was frustrating. Rook wished that it was a tangible thing that he could claw and tear, but he was left internally floundering for purchase as he glared unhappily at Ben's feet. Why couldn't he say anything? The words were in his head but as soon as they hit his tongue, he choked on them. Ben wasn't angry at him, but what if Rook said the wrong thing or  _didn't_  say the  _right_  thing? He hated feeling so uncertain around someone that he used to be close to. Did Ben feel the same, or was he merely wondering what sort of grudge Rook had against the ground?

Their silence was becoming noticeable. Kevin was looking between the both of them with confusion and Rook felt a stab of guilt when he remembered that he had never told him or Gwendolyn about the fight he'd had with Ben. It had seemed wise at the time, given that they had problems much bigger to be worried about, but now Rook regretted it. He could have used Gwendolyn's advice on what to say or had Kevin punch him in the arm and give that impatient glare that would convince Rook to say something. _Anything_.

After a long pause, Ben finally smiled. It wasn't much, not nearly the grin that he had given Kevin, but it sent Rook's heart pounding. As Ben opened his mouth to speak, he held his breath. It had to be something positive. He wouldn't smile like that if he wasn't ready to forgive Rook, would he?

Whatever Ben was going to tell him, Rook never heard it. The station buckled and jolted, with such a massive tremor that Rook wouldn't have been surprised if all fifteen-miles of the massive structure felt the shock waves. Kevin toppled over, crashing into Rook and taking him down too, while Ben landed flat on his back. With the walls and floor rolling like waves and the millions in machinery going up in flames around them, all Rook could think about was that Ben had yet another bruise, likely a concussion as well if he smacked his head on the floor, and even once he'd technically been "rescued" Rook was _still_ a useless partner.

He clenched his teeth against the thought. Pity party later. Rescue  _now_.

The shaking went on for only a few seconds, but it knocked out the last of their lighting. And, worryingly, the vents went silent. Rook only noticed because they had been the background noise for so long but the deafening quiet rung in his ears. That was bad. If they didn't have light or oxygen, then...

When Rook went to stand up, he found that he was already off the ground. Not surprising. He had been expecting the artificial gravity to go next but had foolishly hoped that it wouldn't. The gravity was a result of an energy sphere developed by studying the Galilean species — it didn't operate in sections, like the ship's energy and oxygen did, but rather it covered the entirety of the station. If it was down, then they had done a lot more damage to the vessel's core than Rook had been hoping for.

In theory, that was a good thing. It certainly complicated things for anyone on board the ship. Unfortunately, Rook was still on the ship, and so were his friends.

He had zero-gravity training while in the Plumber Academy, but his friends didn't fair as smoothly. Whereas Kevin settled for grabbing the floor to hold himself still, absorbing the steel up to his fingers and using that to help hold on, Ben flailed around for purchase until Kevin reached up and grabbed him by the bottom of his shirt.

Funny. Rook had never liked Ben's old clothes but he stared at his ex-partner and, despite the far more important things for him to be worrying about, craved the sight of that gaudy, green number "10" emblazoned over the chest. At the very least, Ben might have something to use to stem his bleeding. Considering that he was wearing a muscle shirt and a pair of shorts, there wasn't much for him to work with.

Rook threw his body weight to the side, propelling himself toward the exit. With the power off, the door had snapped shut with nothing to hold it open. It was a common fail-safe for high-security doors. Thankfully, Kevin had busted plenty of holes in the wall during his rampage so it wasn't a problem.

"Try to angle yourself this way," Rook said, catching himself on a make-shift handhold left behind as a result of all the crashing and bashing. He waved Ben and Kevin over toward his position. "Gravity or no, we must get back to where we left our ship. We should not stay on this base for any longer than necessary."

Ben made a sound that might have been a laugh if it didn't sound so dead. "You're telling me," he muttered. There was a tone in his voice that Rook couldn't place. It wasn't bitterness, exactly, but it made shame curl in his chest all the same.

Digging his heels into the crack he'd made in the floor, Kevin pulled Ben down more to his level. He was, surprisingly, more gentle than Rook would have expected, though Ben still let out a string of unhappy complaints as he was manhandled into a suitable position and shoved toward Rook.

Automatically, he held out a hand for Ben to grab as an anchoring point. He wasn't sure whether the decision to grab him back was conscious or not, but Rook felt like a weight had been lifted off his shoulder as his hand closed around Ben's. He tried not to think much of it, given the desperate situation that they found themselves in, but it was hard to not hope that Ben's small act of trust would be a big part of moving beyond the awkwardness choking their relationship.

None of that was said aloud, of course. Rook pulled Ben close enough that he could grab the remnants of the wall for a handhold and immediately let go. He gestured for Kevin to join them, catching him as well. He spared a glance over at Diavik's corpse, floating off and still oozing green blood that bubbled around it. If Rook touched the body, it would probably still be warm. He didn't, though. He turned away from the corpse and swallowed the bitter sting of regret burning the back of his throat.

"Wherever you guys parked, it's gonna take forever to get there like this," Ben whined. Which was a fair complaint, Rook had to concede. He was anxious about their time as well and he hadn't lost nearly as much blood as Ben had. "Look, I've got plenty of aliens that can fly. Just tell me where and I can get in that direction even easier without gravity pulling me down." He brandished his Omnitrix with a hopeful, almost pleading grin. For some reason, Rook didn't like the idea of saying no.

"Alright," Rook agreed after a moment. "Kevin, you do not have a problem with it, do you?" He waited for the man to shrug before adding, hesitantly, "Ben, are you certain that you are in any condition to be flying? You are already not in an... ideal state, and transformations might make that worse."

Those perfectly reasonable concerns were brushed off with a wave of the hand. "Nah, it'll be fine. My aliens won't heal the injuries that I get as a human. My theory is they don't translate well to an alien body so the Omnitrix doesn't bother in case something heals wrong. But they aren't gonna aggravate anything that I've already got, either. Besides, I know it's a lot of blood, but I'm fine, Rook." To prove this, he prodded his arm where the IVs had been, unflinching at the dark bruises leaving ugly splotches around them, and rapped his knuckles against his head. "See? Perfectly healthy."

Kevin snorted. "Think you might be stretchin' the definition of "perfectly" there, Tennyson. But we might as well get going, so what are you waiting for?"

Though Rook strongly disagreed, he couldn't exactly stop Ben. A moment later, there was a flash of green light made especially blinding by how dark their surroundings were, and a claw curled around Rook's shoulder as Astrodactyl started to pull them forward without a pause.

Knowing how fast that particular alien  _could_ go, Rook felt worried when he noticed how slowly they were flying. It was definitely an improvement over fumbling for grips in the wall with barely any light to see by, but it really only served to remind Rook that Ben wasn't in any position to be overexerting himself.

Saying that aloud would have only made Ben defensive though, so Rook settled for giving brief directions that Astrodactyl responded to with little clicks and chirs. It wasn't exactly a long flight but knowing that Ben was injured made every second drag on and on.

They came to a gradual stop, which wasn't too easy considering that they had no gravity. Kevin started dragging his hand along the wall and Rook joined him in it, slowing them down enough that hitting the end of the hallway didn't hurt. They'd taken the same way back which meant that there wasn't a door waiting for them, rather a solid wall of peranite. They hadn't had to worry about the platform that had been used to get up two levels since the soldiers they dismissed had lowered it.

When they got to the wall, Rook shrugged Astrodactyl's talons off his shoulder and floated over to inspect it. It looked thicker than he remembered. Which made sense, considering that the soldiers had likely had to lower it and then raise it again. But there was a vacuum on the other side of the door and Rook had no idea if there was a ship close enough for them to jump to, or even if it was one that they could maneuver over for Kevin to safely grapple into without a functioning spacesuit.

So now what?

**Notes for the Chapter:**

> Kevin can switch back and forth from his human form and mutated form at will in the future episode "Ken 10" from the classic Ben 10. I know that this is a different timeline, but I figured that it wasn't too much of a stretch. I also think that he'd have better control of his mental state, but… Kevin's still new to this and he's also been pretty stressed and he's really furious in this chapter, even if he doesn't show it. I think that he deserved a mini break-down.
> 
> Then again, that's only a small part of what happened this time around! One of our antagonists is already dead! I wonder if that will have far-reaching consequences? Will Ben and Rook ever get over their emotional constipation? Maybe once things have calmed down. The rescue mission has grown intensive. What are our heroes to do? Hopefully, something good, because they're running out of time.
> 
> **Chapter Twenty-Seven: _The Eleventh Hour_**


	29. The Eleventh Hour

**Summary for the Chapter:**

> Neither of them spoke. It didn't matter anymore.
> 
> They had failed.

For a moment, Rook considered his options. Not that he had very many but he could make  _something_  work. "Ben, does Astrodactyl have space-survivability?" He asked. He couldn't recall ever seeing Ben use that form in a vacuum and didn't want to risk it.

Thankfully, Astrodactyl answered with an affirming squawk. " _You betcha_!" He trilled. Rook trusted that answer not because he thought that Ben had tried it out, but because he knew that the Omnitrix would implement a basic skill set and survival instinct into Ben's head for whichever alien form he took. It would have told him to be afraid of space if it could kill him.

That was something else that Rook had put into the Plumber file about Ben. Hopefully, that little tidbit wasn't exploitable.

"In that case, you can stay. Kevin, could you please lock yourself in a nearby room? We need to have a look outside." Even as Rook said this, he was attaching his pocket helmet and letting his suit fill it with air. Worryingly, there was a noticeable difference between that and the air in the rest of the room. Not a huge change, but the fact that there was one meant that their oxygen was running out around them. They would have to make it fast.

Kevin nodded, though sent a worried look in Ben's direction. "Yeah, alright. Be quick about it, guys. This place gives me the creeps." He touched a hand to the wall, turning his arm into steel, and melded his fingers together to form a crowbar. He managed to force one of the nearby doors open, though Rook didn't look away until it had closed after him again.

That meant that Rook was alone with Ben.

Great.

He glanced at his ex-partner, but ultimately, Rook decided that it would be in bad taste to try and say anything given their current situation. Instead, Rook pointed to the peranite barrier. "Ben, can Astrodactyl's energy beams cut through that? I would like to keep the hole from getting any bigger, else we might not be able to close it."

Ptorbisarians weren't a very expressive species. Astrodactyl's eyes narrowed, which Rook imagined might have been a scrunched-up look of confusion on a human face. His head tilted and the winged alien made a noise somewhere between a growl and a click that Rook was unable to accurately describe. " _And how do you think you're going to close it up after I cut it open?_ " He squawked.

...Which was a fair question. Rook shot him a hesitant smile. "I will, um, figure that out when I get to it?" He tried.

That must have been the right thing to say. Even though Rook felt like a moron, Astrodactyl laughed. It sounded a lot harsher than human laughter, with deep rumblings emanating from his throat, but he could tell by the Ptorbisarian's eyes that it wasn't intended to be mocking. Somehow, that helped Rook relax.

" _In that case, you might want to stand back. Wouldn't want to end up cutting you in half, too,_ " Astrodactyl instructed. He made a waving gesture with one three-fingered hand, so Rook took the hint and pushed himself off the wall to float behind his friend.

He didn't get a warning, but Astrodactyl started to hum and green light began to pour out of his beak as though it had mass. Transfixed by the bizarre display, Rook nearly jumped in surprise when his beak snapped open and a beam so bright that it hurt to look at hit the peranite wall dead-on. Rook winced, looking away, as Astrodactyl carved a neat hole out of the crystal. He had to go around a few times in order to finally cut through, but when he was finished, the Ptorbisarian merely pushed himself forward and nudged a circular chunk out of the peranite as though it had never been attached at all.

As soon as he did, he almost got his arm sucked out into the vacuum just beyond. Astrodactyl sent himself flying backward with a yelp. Rook took the opportunity to float forward in his place. He braced himself against the peranite slab to peer out into the makeshift hanger.

He knew for a fact that he had left over one-hundred ships in what used to be the bridge, but Rook felt his blood run cold when he realized that there wasn't a single one left. Nothing useful floated in the darkened room beyond. He went as far as to stick his head completely out, twisting to check every corner for a ship that might have gotten lodged in place, but there was nothing. Rook didn't know when he had started, but suddenly he was hyperventilating and his line of sight had narrowed into a tunnel.  _No_. No, it couldn't be true. The others wouldn't have left them. There had to be a ship  _somewhere_. Ben. He didn't deserve to be stuck here. After all the planning, all that they'd had to endure, there couldn't just be  _no way off of the station_.

A clawed hand curled around his ankle and Rook found himself being yanked away from the hole. He was tossed back down the hallway, flipping head over heels again and again as he struggled to right himself. When he finally caught his foot on the ceiling and stopped tumbling through the air, Rook angled his head toward the exit in time to watch Astrodactyl carve a chunk from the steel wall with his claws and meld it over the gaping hole he'd put in the peranite.

When his energy beam died down, leaving a smoking and melted slab of steel over the crystal, Rook finally remembered how to speak. "What…" He shook his head. "Why did you do that, Ben? We need to find a way out of here." The implied part that Rook couldn't bring himself to voice was, ' _For you.'_

There was a green flash, but it wasn't Astrodactyl attacking. Instead, a human Ben floated over to Rook with a scowl. "Yeah, thanks for stating the obvious," he snapped. Then, seeing the look on Rook's face, his expression softened. "Look, it was pretty obvious by the way you were acting that there wasn't anything we could use out there. We'll find a way off of this station without getting you sucked out into the void of space, alright? Now that you've actually saved me for once, you don't wanna ruin it by making me haul your butt back in here, do you?"

It was supposed to be a joke but Rook couldn't muster up much of a smile. In the back of his mind, he had a dozen comments about all the times he  _had_ , as a matter of fact, saved Ben. They didn't get anywhere near being spoken. Something uncomfortable tightened in Rook's throat. He had saved Ben. The Hero of the Universe was alive and relatively unharmed. Exhausted, maybe, but having bags under his eyes wasn't abnormal for Ben.

All things considered, the mission had been a success. So then, why did Rook still feel so  _useless_?

When he didn't answer, Ben's expression turned stricken. He reached out a hand, setting it on Rook's shoulder. That simple contact felt like closing a chasm. Ben's other hand hovered uncertainly between them, as though he wanted to set it on Rook's cheek but couldn't figure out why that was, or even if it was a good idea. Maybe it was Rook's imagination, but Ben also looked flushed and his breathing was coming harder than before. If he strained, Rook could swear that he was hearing Ben's heart hammer away in his rib cage.

"Hey," he said in a tone that was far too soft and didn't suit Ben Tennyson at all. "Rook, are you…? Dude, please don't tell me that you're crying. I don't know how to handle it when people cry and there really isn't a reason you should be upset right now at all, considering that  _I'm_  the jerk who went and got himself kidnapped without even leaving a voice message—"

He stopped his nervous rambling when Rook finally reached up and grabbed Ben's hand. It had been flailing around while he talked, but Ben went silent as Rook squeezed his hand tightly. He noticed how much bigger his fingers were than Ben's and tried not to think the words "delicate" or "fragile" as he lessened the intensity of his grip.

"Ben," Rook finally managed. He wasn't crying, but his voice wavered as though he was choking down tears. But that would be ridiculous. He had nothing to cry about. Though Rook wasn't sure what he wanted to stay, he started talking anyway. "I was worried about you. You have been kidnapped before, but I was so at a loss. I had no idea what had happened or why and my resources were limited, to say the least. I… for some time, I worried that when I found you, there would not be much left to find."

There was more to say —  _so much more_ — but Rook couldn't get the words out. He was amazed that he'd gotten that far at all. He waited for Ben to laugh off his concerns, to awkwardly ask why Rook was taking it so seriously and leave their conversation open-ended and painfully unfinished. Instead, Ben let out a shaky breath and his fingers slowly curled around Rook's.

Shocked, he snapped his head up to look Ben in the eyes. The light of the Omnitrix was the only illumination they had and it made Ben's already abnormally green eyes practically glow. The effect was somewhat lost behind the uncharacteristically serious look on his face. Rook had never thought of Ben as someone needing protection before Petropia, but he'd never thought of Ben as  _aged_ before that moment. He looked simultaneously ten-years-old and ten-thousand.

"I know, Rook," he said quietly. "When I first woke up here, I freaked out pretty bad. Not my finest moment. Until I saw you show up in those vents, I thought that they got everyone else, too. I tired myself out, over and over, just thinking about what could've happened and whether or not you were still—"

His statement was cut off by the rapping of knuckles against steel. Almost sounding bored from the other side of the door, Kevin's muffled voice called, "You two done yet? I don't hear air rushin' anymore, but I don't want to open the door and have my head explode like a squashed grape."

The moment that Ben and Rook had shared was immediately shattered. Even as he started to suggest finishing their conversation later, Rook knew what his friend's answer would be. Ben turned a faint shade of pink in embarrassment, eyes glued to their entwined fingers. He yanked his hands away from Rook as though burned, sending himself floating backward a few feet as a result.

Avoiding looking at Rook, Ben called weakly, "Yeah, it's all good, Kevin! Come out, we've gotta brainstorm another way to get off of this death trap."

As though he had been waiting to hear that, Ben had barely closed his mouth when Kevin's crowbar hand wedged itself between the cracks in the door and yanked it open. When he did, air gushed out. Even with life-support off, Rook had forgotten how much oxygen the hall must have lost when they'd opened themselves up to the vacuum of space. More worryingly, he noticed Ben drift closer and try to subtly take heaving breaths as air brushed over them like a caressing breeze.

Alarmed, Rook started to say something, but Kevin beat him to it. He snorted, though his expression was sympathetic as he put an arm around Ben's shoulder and let himself be used as a support. "Careful, hero. How lame would it be if you died from suffocation? Not even being launched out into space, just your dumbass forgetting that humans need to breathe."

Ben laughed, shaky but sounding relieved. He took several deep breaths before answering, "Can you blame me? I spend so much time as other species that sometimes needing oxygen feels kinda stupid."

They both laughed over that, shooting little jabs at each other. Rook wondered if Ben had noticed that Kevin had his metal fingertips and toes dug into the ground and walls so that they wouldn't float off while Ben was collecting himself. He felt something ugly well in his chest. All of the symptoms lined up. Ben had been suffering from hypoxemia and Rook hadn't noticed because he was more interested in selfishly trying to get his ex-partner to  _smile_  at him again.

He had never hated himself before. The sensation of loathing that settled right beneath his skin made Rook want to claw out of his own body. He felt dirty: sickened with himself. What was  _wrong_ with him?

Nonetheless, he watched Ben's chest rise and fall intently, trying to remember the norm for human heartbeats. When it was at least in an acceptable range, Rook took his helmet off and floated over. "We should call Gwendolyn," he said, reaching for the headset he had managed to keep in place. Kevin's had snapped right off when he'd transformed into that  _thing_. "She might know what happened to the other ships. If nothing else, we need to know how many of our own are still on board."

Kevin nodded in agreement and Ben, having forgotten that he'd nearly suffocated, perked right up. "Gwen's here too? What about Tetrax?" Then something occurred to him and his expression darkened. "Rook, I— Conway and Sybil, they tricked me! I only got caught because they betrayed us."

"We know," Rook said with a sympathetic nod. "We have already handled that, Ben. We can fill you in on all that has happened once we are off of this satellite." He turned away from Ben and Kevin both, touching his microphone. "Squad Alpha leader Stone-Cutter requesting a report. Squad Beta, please respond. Furious, Tank, are you receiving?"

There was a long moment where nothing happened. Rook worried that he wasn't going to get a response but then, miraculously, garbled radio static filled the headset. " _This is Squad Beta leader, Furious,"_ Gwendolyn's voice answered. Despite the poor audio quality, she sounded relieved beyond words. " _Squad Alpha, is there a problem? We've been trying to get in contact for over ten minutes now. Did you fail your objective?"_ The mere suggestion left her sounding breathless.

"No, the mission was a success," Rook said with an exhausted grin. It felt good to say that aloud. Whatever else was going on between them, it felt amazing to be able to look at Ben again without shackles constricting him. "We are attempting to leave, but there is a problem. There are no ships where we left them. Do you know why?"

He drifted over to Kevin and Ben, taking the headset off and turning up the volume so that they would both be able to hear Gwendolyn. The looks on their faces said that the effort was appreciated. Rook could only begin to imagine how alone Ben must have felt, how he must have missed them. That was probably the only reason why he hadn't pulled away from Kevin yet, though Ben didn't really need the support.

Gwendolyn groaned, biting back a curse that thankfully came out incomprehensible. " _Yeah, I took most of them. I'm so sorry. We had so many prisoners afterward… and even then, I sensed thousands more. But after Squad Gamma messaged us to let us know that their plan hadn't gone_ exactly  _perfect, I thought that leaving with what we had was better than risking them by staying. But I know that I left enough ships for you and the others! I don't know what happened to them!"_

That was news to Rook. He hadn't known that anything had gone wrong with Squad Gamma. Although…

"This station must have had a fusion drive," Kevin said, reaching the conclusion before Rook. "It's the only thing big enough to power something  _this_ goddamn big. If those guys didn't disable it carefully, the resulting power surge would've been enough to completely tear apart the wiring in this place." He let out a low whistle. "Damn. No wonder everything's been breaking down. I'm amazed that we're still in one piece."

Rook grimaced, displeased with himself. He should have known. But of all the details they'd poured over, explaining something so basic, so minute… He hadn't even considered that it would be a factor. The power source being sabotaged must have been what caused the explosion that shook the station. Kevin was right — they were lucky to still be alive.

"The other ships must have either floated out into the vacuum or been piloted out by someone else. Members of Squad Gamma, maybe, or any criminals still on board when the power failed," Rook reasoned. He bit the inside of his cheek unhappily. What other options for escape did they have?

" _It's not a deal-breaker, right?"_ Gwendolyn's asked nervously. " _I mean, you can have B— uh, "Dr. ET" fly you out and you and Fast can wear your spacesuits. Coming into atmosphere might be more… "difficult," but Arburian Pelarotas have durable shells! I think it can work."_

Under better circumstances, Rook would have agreed. Considering that Kevin didn't have a spacesuit, a helmet, or even shoes anymore, he didn't see how surviving space would be possible. It would work for Rook, but he knew already that Ben would never agree to leave Kevin behind. Not after everything.

"Don't worry, we'll figure something out…  _Furious_ ," Ben said teasingly. "We'll be seeing you soon. Promise. Just try not to miss me too much until then."

There was a delighted squeal from Gwendolyn that made the speakers crackle. Had they been talking in person, Ben probably would have found himself suffocating again, under the force of his cousin's hug. The happiness in her voice certainly  _felt_ like a hug. Ben's grin widened, his eyes softening with affection.

" _I'll hold you to that, doofus_ ," Gwendolyn replied. It sounded like she was going to cry.

Ben chuckled. He looked like he wanted to speak longer but, unfortunately, they really did need to work out a plan. Rook made a "cut it out" motion with his hand that he had learned on Earth. Taking the hint, Ben's smile slipped, but he nodded. All he said was, "Smell you around, dweeb." Looking rather choked-up himself, he turned the headset off and handed it quickly back to Rook.

Even though Rook felt bad about it, they really did need to focus. He glanced between Kevin and Ben tiredly. "So…" He cleared his throat. "I am open to suggestions."

There was quiet for a moment while the three of them thought. Obviously, they couldn't stay on the station. Rook was fairly certain that Murowa and Argyle still wanted Ben for some second, unknown purpose besides planet-wide destruction. They had to, otherwise, why would they have bothered kidnapping him when buying a doomsday weapon with their seemingly infinite reaches of money was so much easier?

"Got it!" Ben snapped his fingers impulsively as he shouted out, startling Kevin and Rook both. Between the three of them, it wasn't surprising that Ben was the one to come up with a plan first. He wasn't their de-facto leader for nothing, after all. "Kevin, what if you just absorb a material that can hold up against re-entry and I can fly us over to Petropia? The ship is resistant to space, so it should work."

Strangely, Rook noticed, Kevin still had his arm around Ben. The two of them normally liked to pretend that they couldn't care less about each other. Seeing them initiating physical contact for so long was a bit weird, though given the circumstances, Rook couldn't exactly blame them. Had his position been reversed with the Osmosian's, he would have been acting the same way.

In response to Ben's suggestion, Kevin shook his head. "It'd keep me from blowing up in a vacuum, yeah, but I still need to breathe. Petropia's way too far for you to manage flying both of us over there before I suffocate."

"Yeah…" With a sigh, Ben deflated. "Well, do you guys know if there's any sort of base or something on the moon? When they were dragging me around everywhere after I first got grabbed—" For emphasis, he made a sort of dragging motion with two hands, "—I woke up once near some windows. They didn't really let me enjoy the view but I'm pretty sure that, unless we moved, we're around one of Petropia's moons. Right?" He looked between his two friends for clarification.

"Good guess," said Rook with an approving nod, "but the moon is still too far. Not only that, but any Petrosapien activity on the surface was frozen a while ago. I doubt that the bases are in any condition to support life. It could be restarted, in theory, but I would not know where to start and I do not have enough oxygen to spare for both of us." He gestured at Kevin.

"Y'know, I'm hearing a lot of criticism, but not a lot of other suggestions," Ben replied shortly. Unlike the last time he'd unwittingly snapped at Rook, he didn't look apologetic about it.

Before either of them could say something about it, Kevin broke the tension. "What about Alien X?" He asked, giving Ben a nudge. It succeeded in getting the hero to look away, which Rook was grateful for. "You've got full control, right? Can't you just snap us out of here?"

Ben thought about it for a moment, grimacing. "I don't think so. See, Bellicus and Serena don't really, uh, deal in "ultimatums." Every time I go back in there, I sorta have to barter with them for full-control of Alien X again. I think they do it because they want an excuse to debate, since I don't really listen to any of the other stuff they want to do." He rolled his eyes.

"What about the last time you used 'em?" Kevin asked with a frown. "I mean, in the Null Void, with the Rooters. You had full-control right after you transformed."

There was an awkward laugh as Ben rubbed the back of his neck. "Oh, man. Is that how you guys saw it? I must've spent, like, an  _hour_  convincing Bellicus and Serena to give me control again. They explained it to me once. See, Alien X doesn't really exist in time like normal people do. Like we do. There's just one Alien X. So if I used him right now, and I was also using him in the future, then I'd only have access to Alien X after future me got finished with him. It's not really a problem because of time travel stuff, but it's sorta that… I can spend hours and hours talking inside of Alien X and no time actually passes for you guys unless Bellicus and Serena feel like it." He scoffed. "And they can be jerks about it, too. You know the first time I used Alien X, they kept me there for what felt like  _days_. I can't even describe how long I spent yelling myself hoarse at them. But for you and Gwen, only an hour or two actually passed. It's sorta freaky." It looked like he was going to say more, only to cut himself off as he seemingly came back to reality. Ben blinked, looking sheepish. "Anyway, yeah. Sorry about that. Long story short, Alien X isn't an option. I don't think that Bellicus and Serena would see this as enough of an emergency to cooperate with me and I don't wanna leave you guys and myself defenseless."

Rook went quiet, thinking over all that Ben had just explained. He didn't fully grasp most of it. Then again, he would have to be foolish to think himself capable of understanding a nigh-omnipotent being. Hell, Ben  _used_ Alien X but Rook doubted that he knew too much about the technicalities either.

"Alright. Another option, then," Rook said with a frown. A dim memory tickled the back of his mind. "It might be a bit of a long-shot, but I do remember seeing some escape pods along the outside of the ship. Assuming that they have not already been taken, we should be able to pilot one at least long enough to reenter Petropia's atmosphere."

Kevin snorted. "With the energy grid fried like it is? How're we even gonna be able to get them unhooked from the station?"

"I'll tear it out myself if I have to," Ben stated, "and just nudge you guys toward Petropia. C'mon, Kevin. At least this plan  _involves_ oxygen. It's not like we've really got time to be picky." He gave his friend a pointed glare.

The look on Kevin's face reminded Rook a lot of how he currently felt. The shame that made it hard to maintain eye-contact and the frustrated scowl because he couldn't figure out  _why_ he felt that way. It looked like Kevin was about to say something, so Rook beat him to it.

"It is at least worth checking out. If we are lucky, the wires will not be completely fried and we can figure out some way to maintain it. Or, Ben can use Upgrade or Jury Rigg to give us something functional for space travel."

That got a smirk from Ben. It was every bit the typical, over-confident look that Rook was used to seeing, even if it didn't quite reach his eyes. That had to be a sign of improvement, didn't it? "Yeah, well, that depends on if the Omnitrix feels like cooperating. Which it probably won't, but I'll make Ball Weevil work for me if I have to," he said proudly.

"Careful there," Kevin teased, punching Ben in the shoulder. "If your head gets any more inflated, you might start suffocating yourself all over again. Then none of us will get out of here."

It was a joke, so Ben laughed, but Rook could see that it was less than skin-deep.

"I can lead our way there," he offered, pushing past Ben and Kevin to float further along down the hallway. "There is no need to transform into an alien, Ben. We are relatively close by." Rook only added that last part after he heard the tell-tale beep of the Omnitrix activating.

It wasn't that he didn't appreciate Ben wanting to help them move quickly, but Rook knew that any injuries sustained while in human form wouldn't heal if Ben was an alien. Even if Rook didn't understand that facet of the Omnitrix's design, he knew that he wanted Ben to heal, which involved him being human as much as possible.

They gradually pushed themselves along, using the ceiling and walls as hand-holds. There was no conversation, which Rook was fine with. There wasn't anything that he felt like talking about with Kevin around. In truth, he didn't even fully understand what he would say to Ben if they were alone. He had already been told once not to apologize and Rook Blonko was not the type to need to be told something twice. But then, why did an apology feel like it was the only thing that was appropriate?

After passing from one hallway to the next, Rook went and found a room that had a large window with a good view. He managed to pick out where the escape pods were held. Thankfully, the orbiting space station was at an angle that could get sun while also not completely blinding him when he glanced outside.

Because Rook only had a vague idea of where different halls would lead, they ended up stopping quite a few times to reevaluate their position and make adjustments. He noticed Kevin growing impatient, scowling and muttering as he tapped his foot against empty air. More interestingly, Ben was calm. He didn't seem annoyed most of the time, only anxious. Rook would have thought that after so much time spent locked up, Ben would be eager to use his aliens as often as possible, for any reason. And he probably was, but then Rook noticed Ben stretching or idling behind to touch things and thought, ashamed, that Ben was eager to be  _moving_ at all.

Eventually, all of their searching paid off. The monotonous steel walls ended at a heavy emergency airlock. When they opened it, all three of them having to push it together, cool air came gushing out. The room itself was rather small, about the size of Ben's prison, but very tall. It had platforms that wrapped up and up for six levels, each containing eight escape pods. A lot of it was the same steel as the rest of the station, though most of it was darker and reinforced, made to withstand any sort of accident that might leave it exposed to a frigid vacuum.

" _Shit_ ," Kevin hissed through clenched teeth as he glanced around rapidly.

Ben echoed that sentiment. "There's no escape pods left," he muttered. Instead of the outrage that Kevin was feeling, his tone sent shivers down Rook's spine. He'd never heard someone sound so cornered and hopeless. Especially not  _Ben_.

But he was fine, wasn't he? Ben had been through plenty of nightmarish situations. Their current problem couldn't be any different.

Right?

Rook ignored the doubt niggling in the back of his mind, craning his head to peer up several levels. He couldn't make out everything near the darkened shadows of the ceiling but, if he was lucky, then maybe…

"We should at least check the top," said Rook firmly. He pushed himself off of the door frame, narrowly avoiding smacking into one of the rafters to continue propelling himself up. When had he become the optimistic person of the group? Had he not been busy worrying himself sick, Rook might have been furious with the indignity of it all.

Regardless of whether or not they thought there was a chance of something waiting for them at the top of the room, Ben and Kevin were right behind him. When Rook caught himself on the ceiling, steadying his weightless body with a firm hand, he got a front-row seat to Kevin getting stuck under one of the platforms and Ben busy laughing at him only to smack his own head on the ceiling.

And Rook laughed, too. He probably shouldn't have, but it made Ben smile and then chuckle, until they were both bobbing against the ceiling with the force of their heaving laughter. It felt good. When Kevin finally got unstuck, only to knock his face against one of the hand railings, Rook laughed even harder, long after his sides had started to ache. It was nice to see Ben laughing, his eyes crinkled around the corners but forced open so that he could watch Kevin try again to orient himself only to fail. The last time Rook had seen Ben laugh that hard, he had been crying. Maybe there were tears in his eyes again, but if there were, Rook wasn't worried about the cause being anything other than Kevin struggling not to grin as he glared up at them both, pink-faced with embarrassment.

When they did eventually stop laughing, it was only because Rook had let out a gasp. "There are still escape pods left!" He explained. Pushing himself in that direction, Rook hovered above the metal platform and steadied himself with a hand on the wall. The doors to the escape pods were open, likely something that the station did automatically whenever an emergency situation was detected. He peered inside with visible relief. "And it is easily big enough for three. We will not have oxygen, but it should be enough to last until we can land safely on Petropia. We would die of dehydration before we suffocated."

"How optimistic," Kevin remarked as he finally came to float next to Rook. He rubbed his head gingerly and Ben, right behind the both of them, muffled laughter behind his hand. It earned him a glare from Kevin, though Rook could see that he was also biting back a smile.

Taking a few deep breaths, Ben came to join them and glanced inside the escape pod. "It looks like it's busted. How do you think we're going to get the doors to shut?" Ben asked.

Rook shrugged. At that point, closing a door was the last thing he cared about. "If we have to, one of your aliens should be able to construct something airtight to enclose us. But it should have a manual crank for situations like this, or at least, we can simply pry it shut."

That got a smile from Ben. "I think that "pry" is the wrong word to use with a pushing motion, but I don't know enough about English to correct you."

While Kevin rolled his eyes, Rook felt like a weight had been lifted off of his chest. Even if Ben hadn't said that he forgave Rook, he was making an effort to return to the status quo. That  _had_ to count for something.

He started to tease Ben right back, maybe with a jab about his reputation in school that Rook had been saving, only to be nudged insistently into the escape pod by Kevin. "To one side, Rook. Chat while we're getting this damn thing shut. I meant it when I said that I don't wanna be here any longer than we've got to be."

Inside, the escape pod was smooth and spherical. Rook was willing to bet that it looked the same on the outside, as well. It was made of a white metal that he couldn't place. There were a few padded seats with straps and buckles in case it was an especially difficult escape. Against the far wall, across from the door, was a console that had a number of buttons and dials to act as limited controls. There was no way to pilot the pod directly. Even if there had been, Rook noticed with a frown that the control panel was sparking and none of the lights were on. It was as broken as everything else in the station.

Floating outside the pod, Ben waited for Kevin and Rook to turn back to him before brandishing the Omnitrix with a half-smirk. "Do you need some help getting the door shut, or do you think you can manage? I could try using Upgrade, but I don't know how well that'll work when there's no functioning circuits for me to meld with."

Kevin felt the threshold for the pod experimentally, absorbing the metal into his fingers. He knelt down, feeling the paper-thin sliver between the door and the floor. That crack, Rook knew, would be gone as soon as the doors shut. For the time being though, Kevin flattened his fingers and curved them up to grab hold. When he pulled with a triumphant grin, the door slid out and was easily pulled to half-way before he stopped.

"No need for any of that. So, is everyone ready? Once this door's shut, we probably won't be able to hear each other," Kevin explained. He shook out his hand, losing the metal covering, and his expression turned stiff. "Also, whatever's got you both up each other's asses, you should work it out now. I am  _so_ not going to deal with this all the way back to Earth. And I doubt you'll want to get into it around Gwendolyn."

Whereas Rook was more surprised that Kevin had noticed their odd behavior, that wasn't the detail that Ben fixated on. He opened and closed his mouth a few times, gaping, and then turned to glare at Rook. "You mean that you didn't tell them about what happened?" He asked, jabbing an accusing finger towards Rook. "Not telling  _me_ was bad enough, but  _seriously_? I could've been  _dead_ and you're still keeping those secrets?"

Any progress that Rook might have been making in regaining Ben's trust was gone in an instant. He could tell by the hurt look on the hero's face, right behind his anger, that it would take more than a few snappy one-liners and a smoothie to get Ben to see him the same way again.

"I— I had planned to," Rook protested. "There was never a good time with so much going on. It did not seem—  _relevant_. I was going to mention it, as soon as you were safe."

Ben arched an eyebrow. There was a sneer on his face that Rook had never seen him direct at an ally before. It made him feel flushed and hot with shame. " _Safe_?" He echoed, mocking. "Since when do you prioritize me being safe? That's a hell of a lot different than "alive," Rook. You know that this line of work isn't, and never will be, safe."

True, Rook did know that. He couldn't answer Ben's question. He had no idea when he'd started to care about Ben being safe. Alive and healthy? Always. But  _safe_? That was something else entirely. If he wanted Ben to be safe, then Rook would have to get him to give up hero work somehow. And that was never going to happen, so why was Rook focusing on idealistic and impossible goals? That wasn't like him at all.

For a brief moment, he was surprised that Ben knew him well enough to comment on that habit. He knew Ben's test scores in third grade, that he used to own a dog despite it having never come up in conversation, that he slept with a teddy bear until he was twelve-years-old. Those neat tid-bits, those fun facts… all useless. He understood then why Ben was so upset with him. He had spent a year lying for the sole purpose of getting close to Ben and earning his trust, and yet...

And yet, still, Rook didn't really  _know_ Ben at all.

"I have always wanted you to be safe," Rook said instead, lying through his teeth. "We are partners, it is my job to—" He cut himself off. As soon as he had said "partners," Ben's expression had shifted. His brows furrowed like they always did when he was confused or seeing something that he didn't understand, his eyes narrowed as though trying to be angry. Rook didn't need to be an expert in reading human emotions to know that  _that_ look wasn't a good sign.

Kevin cleared his throat awkwardly but the tension between Ben and Rook didn't dissipate. If anything, it only worsened. "Is there, uh, something that I missed?" He tried, glancing from one of them to the other.

"No," snapped Ben before Rook could even think to answer. "Shut the door, Kevin. Let's just get back to Petropia and put this whole thing behind us."

Doubtful — and rightfully so — Kevin hesitated. He shot Rook a concerned look but, when the Revonnahgander failed to so much as acknowledge him, sighed. "Whatever," he muttered. "Not really any of my business, anyway." He nudged Rook out of the way, a little too gently for Kevin's typical attitude, and paused. Rook wasn't sure what Ben and Kevin silently communicated in their split-second moment of eye contact but, whatever it was, it ended with Ben stepping back as Kevin slid the door shut completely.

On the inside of the door was a manual crank to seal it. Kevin handled that while Rook stared out the small, circular window in the door. Ben didn't look back at him. He was looking down at his watch, seemingly browsing for a good selection, but Rook knew from so long spent watching Ben fiddle with that dial pad that the hero's thoughts were thousands of lightyears away.

Eventually, though, both of them had to stop stalling for time. Rook followed Kevin to take a seat and strap himself in for the ride and, out of his line of sight, there was a flash of green light. Whatever alien Ben ended up going with, it was strong. There was a sharp click and the escape pod rocked, but then they were pushed back and away from the station, untethered.

A gust of cold that had nothing to do with a vacuum rushed over the small window, frosting the glass over. Long, angular black fingers rubbed the ice crystals away and Big Chill's enormous green eyes peered in at them without emotion. Ben must have found what he was looking for because Big Chill ducked out of sight and the pod rocked again as he grappled for a good grip. Once the Necrofriggian had found it, they were propelled forward. Rook could see his impressive wings flicker outside of the window view every time Big Chill gave a powerful flap. And, behind that, he watched the features of the station gradually grow smaller and smaller.

The fact that Ben was unable to hear them inside of the pod was the only thing that pushed Rook to speak. "This feels cruel," he said to Kevin, refusing to look away from the window. "He is flying so slowly. Was it really fair to ask yet another task of him after all he has already been through? I thought that  _we_ were supposed to be the rescue team, not him."

There wasn't an immediate reply. Truthfully, Rook hadn't expected one at all. But, after a few moments, Kevin surprised him by saying, "No, I get it. I... I sorta feel the same. It feels kind of pathetic, doesn't it? That we need him when he's gone and can't do shit for ourselves when he's around?" Kevin chuckled but there was no humor in it. "It's pretty much my fault, too. We wouldn't've had to waste so much time if I'd just been able to keep my head on straight. Or at least, I wouldn't've torn my damn space suit right off and we wouldn't be being carted around like children."

Rook shook his head, for the first time looking away from the window to gaze at Kevin. He looked almost as tired as Ben did, eyes dull and heavy with exhaustion. "It is because of your... episode that we were able to free Ben at all. If you had not kept Diavik distracted, I doubt that we would have gotten very far out the door with him, assuming that we could get Ben free."

Tearing his eyes away, Kevin snorted. " _"Distracted,"_  huh? Is that what you call it to make yourself feel better, Rook? So you can pretend that I didn't just turn into a monster and brutally murder someone for fun?"

There were a dozen things that Rook should have said. He should have told Kevin that he wasn't a monster, that Diavik had somehow deserved it, that those "brutal" actions had helped them rescue Ben... But all that Rook could manage, even after a minute of struggling, was, "Did you find it fun?"

Kevin flexed his fingers experimentally in his lap. "Yeah," he admitted, not an ounce of hesitation, but pounds of regret. "It was satisfying, y'know? The way I saw it was he... he had it comin' to him for hurting—" He scrunched up his face in distaste. "For hurting what's "mine," I guess. I see things that way when I get... like that. The energy makes me possessive. It makes me want more and more. And the more I want, the more I decide belongs to me, or that I deserve, somehow. Which means that it's mine to take or... kill. When it comes to people, I guess. 's why I keep ending up trying to kill Ben and Gwendolyn when I lose myself like that." Kevin winced, revolted by something deep, deep inside that he'd already accepted was never going away.

There was a shot of pity in Rook's chest but he didn't apologize for trying to kill Kevin after he'd mutated. Based on the way his friend was talking, Rook doubted that Kevin would have exactly been against that. He might have even thanked Rook for it.

"It happens a lot?" He ventured a guess, watching Kevin's expression carefully. "Your Plumber file was never as detailed as Ben's. He must have kept quite a bit hidden for you."

Not all of it, though. Rook knew that Kevin's mutations as a child had led to him attempting to kill Ben repeatedly, ending only after he was locked in the Null Void. He knew that Kevin, six years later, had mutated again and attacked a Plumber training base after Ben lured him there for a coordinated attack. He never knew how those mutations ended up being resolved and used to be curious about what they were actually like, outside of blurry and outdated security camera footage.

At the moment, Rook wished that he'd never seen it. He could have gone his entire life happy without seeing a monster like that.

"More than it should," Kevin answered shortly. "Often enough that I can't figure out why Ben still trusts me. Calls me his best friend, supports the fact that I'm dating his cousin, says that he  _misses_ having me around..." He chuckled dryly, running a hand over his face. " _Fuck_ , Rook. I never did  _anything_ to deserve all of that."

"No," agreed Rook without needing a moment to think about it. "I suppose that it says a lot about you as a person, then, that after he gave you something you did not deserve, you worked consistently to be the hero that he knew you could be. I think that proving you were worth the second chance has a far more valuable impact than being deserving of his faith from the beginning."

That made Kevin smile. Little more than a twitch of the lips, really, though Rook saw it and relaxed. His situation may not have been quite as dramatic as Kevin's, but Rook knew where he would be if he hadn't heard all the legends of Ben Tennyson's universal exploits. He would still be on Revonnah keeping the Muroids out of the grain silos: living a content, but unhappy life. Whatever else, no matter how much he loved his family and his planet, Rook dreaded the idea of growing old as a farmer with a large family, like his father. He could never be satisfied with that.

Across from him, Kevin stiffened, gaze fixed on something outside the window. "Hey, what's that?"

Rook didn't need him to point to know what Kevin was talking about. Following his line of sight, it was all too easy to spot the only thing on the station that was moving. It was a distance from them by that point but the structure was still enormous. With Ben's pace, their trip to Petropia would still take a while.

As such, even though it was a small detail, Rook quickly picked out what had alarmed Kevin. He squinted, leaning forward in his chair and craning his neck to get a better look. "It is a retrieval hook," he decided after some process of elimination. "They have a variety of uses. Mostly, they are used for anchoring an especially large ship to asteroids or dwarf planets. They can also be outfitted with a claw instead of a hook and be used to retrieve and deposit cargo."

"It can still work with the wiring busted?" Kevin asked, surprised.

"More or less." Rook nodded absently as he tried to remember the finer details from his  _Intro to Spaceship Essentials_  course. "I doubt that it can function automatically. Likely, it is operating manually in a similar way that this escape pod can. It would cripple the crew in an emergency if they could not use something as basic as a hook. I imagine that there is a spring-loaded mechanism in place to fire it and a crank for manual retraction."

Kevin shot him an odd look. "You keep saying manual. You know that means that someone's using that  _now_ , don't you?"

It took all of two seconds for Rook's fumbling, clumsy hands to get his straps off and for him to lurch to his feet, but that was enough.

Cerulean hemolymph splattered against the window as though someone had flicked paint at them. Rook couldn't hear it, but he saw Big Chill thrashing like a pinned insect and could imagine the inhuman shrieks of pain tearing through his throat. The hooked end of the retrieval line was dug into the alien's side, gushing hemolymph at a dizzying pace as Big Chill's wings twitched and seized. With such agony lighting through his body, Rook doubted that Ben even remembered that he could turn intangible, let alone worry about stemming the bleeding.

" _Ben_!" Kevin pounded a fist against the window, absorbing the metal around them before Rook could stop him.

He did, however, manage to catch the Osmoasian's wrist before another slam to the glass could shatter the only thing standing between them and certain death.

Kevin didn't see it that way. He yanked his hand free, glaring hard at Rook. "What are you doing? We need to get out there and help!"

" _How_?" Rook snapped. His throat and eyes both burned. He wondered if he was going to scream or cry. "We have already established that we are useless, Kevin! If we attempt to go out there, we will  _die_! Do you honestly think that that is going to do Ben any good  _at all_?"

Logic worked long enough that Rook could risk looking away from Kevin to check the view outside the window. He immediately wished that he hadn't. Big Chill had gone still — deathly still, hook still embedded in his abdomen as whoever was handling the crank began to retract it. The tugging couldn't have helped the pain but, for whatever reason, Ben did nothing. He stared with blank eyes, locking gazes with Rook.

Without anything holding onto it, the pod began to drift and tumble through space. Any view that they had of Ben was quickly gone. Rook kept his hand on Kevin's chest, holding him back unnecessarily. When he felt his friend begin to shake, Rook refused to look. Kevin was polite enough to do the same when Rook could no longer gaze out the window and had to bury his face in his hands.

Neither of them spoke. It didn't matter anymore.

They had failed.

**Notes for the Chapter:**

> More dramatic cliff-hangers! Am I capable of writing anything else?
> 
> Signs point to no.
> 
> Jeez, Ben's so used to being an alien around other aliens… But now he's in a predicament as human as it gets. Will he be able to rebound and stop the bad guys? We'll find out soon enough, in our final part of this dramatic tale!
> 
> **Intermission: _It Takes Two to Tango_**


	30. III: It Takes Two to Tango

**Summary for the Chapter:**

> Argyle arched an eyebrow. " _And Tennyson? Will you take him dead, or…?_ "
> 
> "Alive," Murowa answered. "Mostly, at least. Heart pumping, lungs breathing, basic brain activity… Everything else is optional."

A part of her hadn't been expecting her "plan" to work at all. Tracking the Omnitrix's signal hadn't been difficult, though following it certainly hadn't been easy and figuring out a way to recapture Tennyson had been all but futile. Still, Murowa wasn't the quitting type. And, considering that the corpse of her good friend was floating around Tennyson's holding chamber, she had a  _lot_ to prove by making him suffer.

From the command area just above the escape pod chamber, she had managed to get the manual retrieval snake functioning. Aiming it hadn't been easy, but she had designed over half of the station herself and she was driven by the sort of anger that was cool as ice until the second that she was provoked.

Of course, thinking that capturing Ben Tennyson would be  _simple_ was her first mistake. She managed to hook his abdomen, hopefully not killing him, and was in the process of retrieving the Necrofriggian she had captured when, close enough that she could see the splinters in his exoskeleton, he vanished. Like snapping her fingers, he was gone, leaving only a blue smear up the length of the hook.

Murowa felt her brow twitch. Her grip on the manual controls tightened until, like wood, the metal snapped under her crushing fists. Shards of steel dug into her palm but she didn't notice. Even if she had, she wouldn't have cared.

Right. In the heat of the moment, she had forgotten. Necrofriggians could turn intangible. She could catch him by surprise, but after that?

She was so furious that she was no longer angry. It looped right back around. Murowa flexed her bleeding hands, now dripping with a thick, purple goo that was laced with golden flecks. It splattered onto the ruined control console and, for a moment, she found catharsis in pretending that it was red and that Tennyson was screaming. The illusion didn't stay. It was difficult to maintain when she had never heard him scream before. But that little detail would soon be rectified.

Thanks to whatever dolt kept Tennyson's Plumber file updated, Murowa knew plenty about the Omnitrix. Her attack wouldn't kill Tennyson. As a Necrofriggian, he could heal enough to not bleed out as soon as he was forcibly reverted to human form. It was a safety measure, Murowa thought, in order to help preserve the user's original form. Staying as a different alien while greatly injured or while the Omnitrix was low on energy would only increase the risk of DNA mutations. And Azmuth, Great Thinker that the overblown pipsqueak thought that he was, would  _never_ want to risk the life of his trained pet.

Usually, that worked to Murowa's benefit. But then again, "usually" her situation wasn't so  _inconvenient_.

She glanced idly back out the window as she began removing the metal shards from her small hands. The escape pod that held Tennyson's friends was still there. She could kidnap them. It would be easy. They could be useful in forcing Tennyson to submit to her, if she showed him the charred body of one friend and offered the chance to save another. Her thoughts flashed to Diavik and Murowa's wince had nothing to do with the metal she had just plucked from her flesh.

No. Dozens before her had tried it and dozens more no doubt would repeat that mistake. Tennyson was stronger with his friends around, regardless of how many cages they were locked in or how many precautions Murowa took. Hadn't their attack proved that? It was impressively coordinated and carried-out. She had barely managed to initiate the emergency shut down to spare the rest of the ship's wiring before being called on for escaping prisoners and then that her  _main_ prisoner had been released. It was a catastrophe, not helped by the cowards she had hired to help man the station taking any and every opportunity to run.

It was better, Murowa thought, for Tennyson's friends to be as far away from him as possible. There was no doubt still soldiers left on the ship. He was the type to try banding together for some last-ditch attack, which was all well-and-good, unless Murowa managed to get the station somewhere that would render Tennyson and the others effectively stranded.

There was an emergency release switch for all of the escape pods. Murowa pulled it and watched several empty and open containers drift off into the vacuum. The room below, where they were housed, was no doubt devoid of oxygen and heat. Good. She wouldn't be abandoning ship anytime soon. And, thanks to her, neither would anyone else.

From  _that_  section of the ship, at least. She would have to ditch the other escape pods while Tennyson was still weakened and in the process of staving off death.

As much as she didn't want to, Murowa knew that she would have to talk to Argyle at some point. They had to reach a decision about what to do now that, in all likelihood, the Plumbers would be prioritizing their capture. She suspected that Ben Tennyson's by-the-books partner had held off on reporting them because there was no solid, concrete evidence, but the witness testimonies of a few thousand prisoners ought to be enough. It wasn't as though Murowa had worn a mask around them — not when they were slated for death anyway.

The ship's internal communications were busted but, luckily, Murowa had a small communicator on her wrist that would do the job just fine. She called for Argyle and waited for the signal to be picked up.

On the direct other side of the ship, she knew that Argyle, most probably, had not felt any effects from the fighting. He would know about it, certainly. The man prided himself on the sheer amount of cameras and microphones that he could cram into any given area. But he wouldn't step in. Why would he? It wasn't as though he  _cared_. All of this was, for him, nothing but the end of a slippery slope. Either he would fall off the edge or push on to the next limit.

Frankly, Murowa didn't give a damn about his philosophical babble. All she wanted was Ben Tennyson tied down in her lab. Was that  _really_ so difficult?

"Argyle," she said as soon as he answered. It had taken ages for him to get around to it — likely, he had been turning the artificial gravity back on. She could feel the shift in pressure on her wings and handled it with a faint twitch. It had been her hope that turning it off in the middle of the chaos would disorient their enemies further, as it was powered independently of the main energy source of the station, but no such luck. "We need a plan."

He snorted — as though her asking for his thoughts was somehow an insult. " _A plan? For what? I'd think that retreat would be the logical option, seeing as how you went and lost our doomsday weapon."_

Murowa bristled. " _Me_? You think that  _I_ —?" She cut herself off.

She had forgotten again.  _Diavik_ was the one assigned to watch Tennyson. It wasn't as though he could manage the ship, like Murowa, or command the mercenaries, like Argyle. He was a sleazy entrepreneur who had been drifting from planet-to-planet when she proposed this business offer to him years before. He had been selling knock-offs and hoaxes to anyone willing to give him a copper coin, using the profits to pay for his travels while he fed off of the low-brow drama found in bars and back-alleys.

When she closed her eyes, she could still see the smile on his face when their "business," illegal and morally bankrupt though it was, finally began to pay off. He had come to her wearing a suit made of Ziboson leather, some of the finest in the galaxy, and offering a simple bracelet that he'd fashioned to fit her small wrist. He had made the mold for it himself.

"It doesn't matter how Tennyson got out," Murowa said finally, forcing herself from her thoughts. "The fact is that he's out and on the ship somewhere. We could have already been out of this system if you hadn't wasted my time by forcing me to make the Omnitrix into a flashy, useless weapon in the first place!"

He scowled up at her from the little screen. " _Always so over-dramatic. I hardly "forced" you to do anything. It was your agreed compensation for my help in capturing Tennyson in the first place."_

Though Murowa had to begrudgingly acknowledge that he had a point, she still rolled her eyes. "Oh, yes. I'm sure that convincing those boneheaded soldiers of yours to attack a small base was quite difficult for you, Argyle. But that doesn't mean that I was alright with you tacking on more things to your demand! I can make a doomsday weapon from a device that powerful easily, but I  _don't_ see why we had to "test it" by killing those politicians when we could have done the whole planet in at once and been finished with it!"

She knew that Argyle had anger issues. They both did. But he, especially, didn't like to have to justify his actions. He narrowed his eyes. " _It doesn't matter if you understand it or not. That was my payment. By destroying Central and anyone of Petropia who has meaningful influence, the planet is crippled. That also proves that we can do it to any other planets we come across,"_  he explained as though speaking to a child.

The world-conqueror delusion of his was one that she had heard before. In a month, he would probably move on to drug-dealing or money-laundering. Murowa shook her head. "Rule an alien world as an iron-fisted dictator? I thought that the whole reason you were running from Petropia was because you can't handle hard work."

" _Is it really running if we don't leave anything to run from?"_  Argyle asked with a dismissive wave of the hand. " _Don't tell me that you wouldn't enjoy it. A planet-full of helpless subjects? You could make incredible strives in your research with access like that."_

Murowa knew that she couldn't refute that so she didn't try. Instead, she said, "None of this answers the original point of my call. The engine still functions, to an extent. We can't use the FTL drive, but we should be able to reach a repair station if we can decide on a direction that we should travel."

Unlike Diavik, Argyle didn't care enough to poke and prod until she admitted the things that she would only ever acknowledge in her head. In some ways, she appreciated that about him. In others, she knew that there would be many nights in the future where she longed for Diavik's insufferable meddling.

" _We already have a course plotted for Andromeda,"_ Argyle said with a shrug. " _Does it matter? There will be plenty of repair stations along the way. We can stop as soon as we come across one."_

"Is that smart?" Murowa shot back, having known even before she called what his answer would be. "We have Tennyson on board still. I don't doubt that the Plumbers will be on their way in full-force. If not because of the countless laws we've broken, then to recover their little super weapon. I don't think it would be wise to lead them to our next goal."

Argyle made a face. " _We can lose them in between galaxies. Does it really matter? They won't be able to leave the Milky Way defenseless and Andromeda is twice the size of this galaxy. By the time they find us, the human will be long-dead of old age and we'll have everything that we could ever want."_

That was the logical thought process. However, it was only useful against logical creatures. "You are assuming that his friends will not happily waste away trying to save him," Murowa muttered.

He smirked faintly. " _Let them. They're made of flesh and blood. They're weak. All we have to do is outlive them and this is no longer a problem."_

Experimentally, Murowa flexed her still-bleeding hand. Her fingers twitched. Blood with the consistency of pahoehoe dribbled onto the ground, evaporating as soon as it made contact. Steam was beginning to clog her small control room. She ought to do something about that.

"I suppose it will give me plenty of time to hunt Tennyson down," she conceded. It took a moment of focus, so she stayed quiet as she watched the deep cuts in her lavender skin stitch themselves shut. There was no sign left behind that she had been hurt in the slightest. "Fine. I'll set a course for Andromeda."

That could have been the end of their conversation, but Argyle arched an eyebrow. Or, the Petrosapien equivalent.  _"And Tennyson? Will you take him dead, or…?"_

It was tempting. If she agreed to take Tennyson dead, Argyle would probably help her hunt him and there was a lot of ship to cover. But then everything they did would be for nothing. "Alive," she answered. "Mostly, at least. Heart pumping, lungs breathing, basic brain activity… Everything else is optional."

For a brief moment, it looked like Argyle had smiled. But then he smoothed his expression over and the moment had passed. " _Good luck,"_  he said, and it almost sounded genuine. " _I'll leave him to you. Alive or not, make sure that he suffers. For Diavik._ "

Something unpleasant tightened in her throat. Murowa didn't trust herself to speak so she nodded and ended the call. Just like that. If only stopping her runaway thoughts was as easy as hitting a button.

She switched her watch to a basic, cramped blueprint of the sections of the ship close to her. The Omnitrix's signal blinked steadily for a few moments before cutting off. Unfortunate, but not unexpected. She had gathered enough on his position to be able to track down a single human. He wouldn't last long without food, fresh oxygen, or heat.

Letting out a slow breath, Murowa lowered her arm and started toward the door. "For Diavik," she echoed, and she was off.

**Notes for the Chapter:**

> Woah, **Act Three:**   _Part One_  is done! I am so ridiculously proud of myself right now, you guys have no idea.
> 
> Anyway, our story marches onward!  _Part Two_  is finally going to tie this story together in a neat, little bow.
> 
> **Chapter Twenty-Eight: _No Pain, No Gain_**


	31. No Pain, No Gain

**Summary for the Chapter:**

> Ben kept trying to breathe, faster and faster, but it felt like the harder he tried, the less air he had. If he had been able to spare any breath, he would have laughed. If he had anything in his stomach, he would have thrown it right up. And if he had anyone with him, he would have told them through chuckles and tears that he was _dying_ , and wasn't that just the _funniest_ and most ironic thing ever?

**Notes for the Chapter:**

> Welcome to Act 3, Part 2! After this, we've got an epilogue and then a Rook/Ben twoshot. Then we're done! I mean it for real this time. Also, warnings for gore in this chapter. I don't think it counts as body horror, but I might have gotten carried away with the descriptions, so be aware.
> 
> I've been making a lot of progress with this fic in recently and I'm happy to say that I've almost reached the end. I have two more chapters and the epilogue to write, giving us a grand total of forty-five chapters. This fic will conclude in **April of this year** with the epilogue. I hope to see all of you there!
> 
> Also, for anyone interested in my DAF playlist, I added a smaller playlist specific to Ben and Rook, and another centered around Argyle and Murowa. You can find the links in this fic's endnotes. I know not everyone is as invested in my OCs as I am but, given that their complicated relationship is going to be more of a focus in this part of this fic, I thought I would go ahead and provide some tracks. Plus, I just think it's a good playlist!

Calm down.

It didn't exactly help, considering that Ben found himself in the void of space, but he took a deep breath with Big Chill's frigid lungs anyway. The reflex soothed the part of his mind that was still human. As for the rest of it…

Severe injury. Blood loss is a life-threatening risk. Fix it.

A very straight-forward idea, Ben thought, but he was having difficulty focusing on how he was supposed to "fix" anything when there was a hole in his abdomen and a hook curling up against the inside of his exoskeleton. It was tempting to panic, but he didn't want to move and risking tearing something important. He wanted to flap his wings, if only to keep the pressure off of his stomach as he was dragged back toward the station, but the action made his back muscles shriek in protest.

As much as he hated to go back to it after being so close to escaping, Ben knew instinctively that he wouldn't make it if he tried to leave. The Omnitrix could only do so much for him. It was glowing brighter than he'd ever seen it with the effort of delaying a timeout. The energy might have actually burned, had Big Chill not been fire-resistant.

One step at a time. Locate a safe area to recuperate.

The instinctive thoughts came easier than his normal ones as a Necrofriggian. No other alien made Ben feel so calm, to the point that it worried him sometimes. Big Chill's species had instincts so strong that they came almost like a second voice or a different person in his head. He understood, as a Necrofriggian, that it was an evolutionary advantage.

All for the betterment of the younglings.

But that wasn't Ben's main concern, even if the thought of future generations made something unfamiliar swell in his chest. Getting side-tracked while impaled wasn't exactly his smartest move. He could picture Kevin rolling his eyes from inside that escape pod.

They are safer further away. Self-preservation must be prioritized now.

On the plus side, distracting himself had kept Ben calm. He needed to let himself get closer to the ship before…

The Omnitrix crackled, sending electricity racing down the length of his spine. Big Chill winced, bringing one sleek, clawed hand up to the messy hole in his chitin. Necrofriggians didn't have advanced healing. And especially not while he still had the thing inside of him.

He understood, vaguely, what his intestines were like. The blow hadn't punctured one of his hearts, but Ben was more worried about how the injury would translate to a human body. If he had been injured as Swampfire or Diamondhead, it would heal itself. But Ben knew that switching forms wouldn't heal him. It was all he could do to stay as Big Chill.

The station. Temporary safety. Heal.

Even his thoughts were beginning to grow short and sporadic. Ben might have been worried if he had the strength to spare.

His hexagonal eyes flickered toward the station. Yes. He would need somewhere better than the vacuum of space to heal. A human wouldn't survive more than a few seconds in a void. Just his luck, as whoever had shot him was pulling him closer to the hulking structure. Ben at least had sense enough to remember how timing worked. A few more feet, maybe, and…

_ Now. _

Intangibility washed over his body. It was the only time that Ben ever felt cold as Big Chill, with reality slipping through his fingers without so much as a flutter or wrinkle. He choked on the agony of forcing himself to expend more energy but managed, clenching his jaw tight against the scream building in his chest. It took a monumental amount of effort to flap his wings, fire licking down his spine and scorching every nerve.

Miraculously, when the intangibility gave out, Ben found himself inside the station. He had no idea what room it was, eyes picking up walls and a ceiling just before his body collapsed to the ground. Necrofriggians didn't sweat, but Ben could feel himself shaking with exertion. His hands were trembling so badly that he was amazed they would still move when he wanted them to. Reaching for that cold between his lungs, trying to will it out as a sputtering breath, ached dull and deep. The sort of pain that didn't necessarily hurt, but left Ben wanting to claw himself out of his own skin for the persistence of it.

Needle. Stitches. Fix.  _Heal._

Human concepts, maybe, but Ben had the feeling that his Necrofriggian instincts were more concerned that he stay alive than how they felt about medical procedures.

He had never tried to make something so delicate before. The lack of energy seemed to help him though, as Ben placed a finger near his mouth and, struggling not to wheeze, very carefully exhaled. As he did, he pulled his hand back and was faintly relieved to watch a thin tendril of frost go with it. They would melt, eventually, but Ben could make the ice dense enough that hopefully his human body would clot the wound before then and it wouldn't be an issue.

He tried not to consider that the wound was too deep for surface-level stitches and he was going to have to bleed out slowly while his intestines squelched out onto the steel floor.

Once he no longer had the breath to produce ice, trembling and panting, Ben tapered off the end to a point so exact that it was near invisible. That was all that he could force out of himself. He slumped, barely able to keep his eyes open through the prickling agony, and a wave of green light washed over him.

As expected, melding the lithe form of a Necrofriggian back into a human didn't do wonders for improving that injury. If anything, it only made Ben feel worse. His vision swam, normal human eyes seeing in doubles and then triples as he swallowed the urge to vomit. He folded over himself, clutching the bleeding wound in his side.

" _Fuck_ ," Ben hissed, swallowing pained tears, because nothing else seemed appropriate. At least the gravity was somehow back on. Big Chill hadn't been affected by it one way or the other, but as a human, the change was noticed.

Carefully, Ben managed to fall backward instead of forward. He knew that if he let himself collapse or relax for even a moment, he would slip into unconsciousness. As tempting as it was, he knew that doing so would practically be a death sentence. He had locked the injury into his human form, grafting it over his actual skin and flesh. No matter what he turned into, the extent of the injury would be the same. Which meant that it had to be taken care of while he still had enough of his wits to remember how.

It would have been nice to have a heavy voice in the back of his mind telling him what to do, but that sort of evolutionary crutch only came with Necrofriggians. As a human, Ben was painfully alone.

First things first, his shirt was removed. It wasn't easy with the fabric sticky and heavy with his blood, but Ben managed to wrestle it off without aggravating his side too much and set it aside to help stem the bleeding. He felt around with one hand for the needle that Big Chill had made. Ben knew when his fingers brushed it not because it felt cold, but because his hand almost immediately went numb. Hopefully, that meant that stitching his side up wouldn't hurt too much. The biggest problem was that his hands were shaking and it was hard to get a steady grip with his fingers caked in blood and sweat, but Ben only had two hands so he would have to make due.

Through the sharp, stabbing ache in his side, Ben tried to force himself to focus on the technical side of his injury. He had to know how bad the injury was before he could fix it.

Thinking step-by-step helped. Hopefully, he would be able to keep it up.

Fingers skittering anxiously down his side, Ben felt his breath catch as he felt the sheer size of the injury. It wasn't all that wide, or even too long. It might have been worse on Big Chill, but his injuries scaled with his size. Maybe he would have been grateful had it not been for the fact that there was a  _hole in his body_. It was deep. Deep enough that Ben felt sick as he hesitantly pressed his fingers into his side. He pulled his hand back as though burned as soon as he felt something familiar.

Ben had helped his dad grill steaks before. He knew what fat felt like.

Any blood still in the upper half of his body drained from his face. The cut was deep enough that he could feel fat. And further than that would be muscle. But, beneath that… Ben didn't even want to think about it. The few first aid classes that Gwen had made him take back when the Highbreed were a threat had never said anything about what to do if you could feel your intestines pulsating against the membrane that held them in place.

Dimly, Ben registered that he was having an anxiety attack. Being aware of it didn't help him stop. He kept trying to breathe, faster and faster, but it felt like the harder he tried, the less air he had. If he had been able to spare any breath, he would have laughed. If he had anything in his stomach, he would have thrown it right up. And if he had anyone with him, he would have told them through chuckles and tears that he was  _dying_ , and wasn't  _that_ just the funniest and most ironic thing ever?

But none of those were options. Ben stuck himself in the side with the ice needle still clamped between slippery fingers. The sharp cold made his ribs ache but it also helped ground him back in the pain. That might have been counterproductive, but as long as it was agonizing, Ben had the motivation to take steps toward fixing it.

He was glad that Big Chill's species didn't have glands or insides that were equivalent to what a human had. He had been hooked through the side and out the front, barely to the left of his belly button. Ben could feel his large and small intestines gurgling, the torn muscles that helped them move making his abdomen burn as they tried to squeeze and push. At least there wasn't a hole in that — just in everything else. Layers of skin, fat, muscle… but nothing life-threatening.

Not if Ben could remember how to sew, at least. He took a measured breath and started to pull.

Dragging a needle through his skin felt a lot like dragging a needle through his skin. Ben clenched his teeth against the discomfort. Compared to the way his side was lighting up with fireworks, a little prick from the needle felt like a comforting hug. He was probably doing an awful job with how he was shaking, forced to push his hair back with one bloody hand while the other continued mechanically.

_In, out, in, out, in, out, don't think about it, don't focus on what you're stitching, don't stare for too long, just do it, get it over with—!_

Human thoughts were far less coherent than a Necrofriggian's. Or maybe it was the blood loss finally getting to him. With the world spinning and everything looking bloody, it was hard to say.

He didn't bother tying the stitches shut when he finally finished — Ben stuck himself again above the wound, right near his ribs, and did it again to form a loop around a sliver of skin. He had another hole to patch up, but at least the one in front was smaller. The ice he had used in place of stitches had numbed his side so well that Ben was a little worried about giving himself frostbite. But at least if that side of his body died, it wouldn't be bleeding anymore. He was too exhausted to give it more thought than that. He would worry about one problem at a time. In his current state, Ben could barely handle that much.

He snapped the rest of the ice thread with a pinch of his thumb and forefinger. It shattered like glass, digging into the pads of his fingers, but Ben had so little feeling in his hand that he could barely flex them and a few more drops of blood didn't spike his interest.

In a haze, Ben repeated the in and out motion again and again. The smooth skin of his flat stomach swam in front of him, but he aimed for the pink-ish spots in between the oozing blood and muddled through it.

_In and out. In and out. Don't think about it._

He tied the stitches off the same way that he did it on his side, only wincing slightly. It felt so incredible to be done. The pain hadn't lessened any, but Ben immediately snapped what little remained of the icy thread and dropped it to the ground, going limp. He could feel cold inching up his torso, making every heartbeat ache and his lungs feel as though they were being squeezed. Between that and bleeding out, though, Ben felt comfortable with the trade-off.

The shirt that he had discarded wasn't very thick, but he didn't have much else laying around. He grabbed it without jostling himself too much and messily folded it before pressing it against his side. Applying pressure didn't help his frayed nerves, though it did help the bleeding somewhat. The thin tank top was quickly soaked. Ben folded his arm down to hold the fabric in place and it wasn't long before every movement came with the wet squelching of his bloody shirt. It was difficult to tell if that blood flow was slowing or not. Everything felt like a challenge with the way his entire body throbbed like he had a headache.

The hardest part was over, though. Ben let his hand rest over his stomach and tried not to mess with the stitches. He tried not to think about how only his sloppy patch job was standing between him and his insides. He could picture those cartoony diagrams of human anatomy from middle school science class, could almost see it all seeping out of his body and to the dirty floor.

As nice as it sounded, Ben knew that he couldn't let himself sleep. If he died of blood loss during a dream, Kevin would never let him hear the end of it. And Rook would probably blame himself and Gwendolyn would cry for months and Grandpa Max would curse that amazing summer they spent together as the thing that killed his grandson.

Ben forced himself to sit up, trying to think beyond the feeling that his intestines had been filled with burning bearing balls. His stomach was cramping. He thought for a moment that it was simply the spasms of torn muscles, but realized that it was a familiar pain.

His stomach pulsed right alongside his heart, clawing and filling with a heat that felt as though it was expanding. The back of his throat felt empty, bizarre because his throat was  _supposed_ to be empty, but it was suddenly all Ben could do to keep from folding over himself and dry heaving over the ground. There was nothing in his stomach to expel which, Ben realized, was the problem.

That had been the worst part about being captured. For whatever reason, Murowa hadn't tortured him. There had been a lot of jeering, some non-too-friendly pokes and prods, but she hadn't gone out of her way to cause Ben pain. The IVs in his arm — the ones that he had yanked out — had been used to filter his blood, pump him full of nutrients, and administer sedatives when necessary, all through the small machine that she kept near his platform.

They had kept him from needing to eat or go to the bathroom, except for one small thing. Even if Ben wasn't  _technically_  starving, his stomach was completely empty. The hunger pains had started up not long after he first woke up in captivity and they had only gotten worse since then. Ben had no idea how long he had spent locked down to that table, but it was far too long for a person to comfortably go without food. Instinct nearly bowled him over with the force and all Ben could think about through the uncontrollable salivating and the cramping in his esophagus was that he  _needed_ to eat.  _Anything_.

He smacked a hand against the wall, fingers digging into the solid metal for purchase. There was none. Getting to his feet with his hands slicked in warm blood wasn't exactly easy, and the world was doing a very convincing impression of a spinning top by the time Ben finally got his feet underneath himself, but he managed. By force, if nothing else.

His own breathing echoed, his ears ringing through the headrush. Panting, chest heaving with such force that it made his stitches sting, Ben let his eyes close and relaxed his overheated skin against the cool metal. It took an incredible amount of focus to open them again and, even then, Ben only kept them that way long enough to flicker around the room and gauge where he was.

It looked like he had stumbled into some sort of alien living quarters. There were no beds, but bizarre, monstrous-looking purple pods arranged neatly in rows. In the darkened room, it was hard to tell, but Ben could have sworn that they were filled with slime. He tried not to look any closer than that. The pods were arranged up and down the walls, stacked in pairs like bunk beds, and were crammed in to occupy as much space as possible while still having somewhere to walk.

Ben found himself leaning against a bloody smear on the wall in between two of the pods, tucked away in what was almost a little alcove. He didn't see a door, not with how much space the pods took up, but he spotted something that stood out from everything else and headed toward it.

Progress was slow. He wiped his hands against one of the pods in some attempt to keep from leaving a trail everywhere he walked but, when he touched one of them, was shaken to realize that it felt like a shell yet was warm and moved steadily, as though  _breathing_. After that, having dried blood on his hands seemed a lot less important.

Every step felt as though his feet were made of cement. Ben had to practically drag himself forward, clenching his jaw against the groan that followed every centimeter. His shirt wasn't doing a good job of stopping the bleeding — or maybe Ben was aggravating the wound too much.

It took either a minute to cross the room or twenty. Either way, Ben was all but unconscious when he finally arrived at what had caught his attention. It was a closet, thrown open with uniform clothing torn out and tossed to the floor. Apparently, the mercenaries on board had only bothered with clothes for a minute before realizing that cloth wasn't going to help them get off of the station alive. Then turning the gravity off had only made everything messier.

Some of the shirts had room for six arms, or the sleeves all on one side, or it was so complex that Ben couldn't even begin to imagine what sort of creature was squeezing their torso into it. It didn't matter. He nudged the clothes into a pile with shuffling feet. The hunger pains had died off somewhat, certain to resurge in a minute or two, but he could at least sit down for a few minutes and try to ride it out. At the very least, some of those shirts would be able to fit him and everything else could be used as a bandage.

He swayed on his feet for a moment, staring at the pile he had made with a frown. How was he supposed to get onto the floor without tearing something? With his torso as numb as it was, Ben wasn't feeling much pain anymore, but that also meant that he wouldn't be able to feel if something was wrong.

He considered this for a moment before, slowly, bending his knees. It wasn't easy on his muscles, but at least when his legs gave out, he was low enough to the ground that there was only a soft grunt and a light jostle as he settled into the clothing pile.

With the pressure off of his body, Ben let out an audible sigh of relief and sank into his makeshift bed, leaning his head back to stare blearily at the ceiling. He couldn't tell if the exhaustion was fading or he was simply growing used to it. Neither could be a good thing. Ben wasn't exactly an expert in taking care of himself, but he had a vague idea that people who were injured ought to get plenty of sleep and feel pretty miserable in general. He didn't feel much of anything at the moment, which was no doubt a temporary reprieve.

In a move that took far more energy than it should have, Ben grabbed a pair of pants made for an alien twice his side and tossed his bloodied, Plumber-issued tank top to the side to press the heavier fabric around him. What was good about pants was that they were much easier to hold in place. He folded the legs around his abdomen, right over the stab wounds, until he ran out of fabric. They were tied together over his chest, sloppily done but already doing a much better job at stemming the blood flow.

At the very least, the injuries didn't immediately turn the fabric red on the outside. Ben considered that a good sign.

Another plain, grey shirt nearby was about the right size to fit a human and had armholes in the correct places, so Ben slipped that on gratefully. He closed his eyes, determined not to fall asleep but needing to focus. He had to have some priorities if he was going to get anything done, especially with his body in the state that it was. Those injuries would carry over into his alien forms and he knew from experience that no amount of advanced healing would help him out there.

That sort of limited Ben's options. He held no delusions of immortality: the Omnitrix could protect him, but it couldn't keep him from bleeding out. His alien forms were perfectly capable of dying. He had lived through that at least once and it wasn't pleasant.

Unfortunately, Ben doubted that he had months to wait for himself to heal. Murowa and Argyle would be after him. On top of that, they still had Petrosapien prisoners and some sort of long-term goal in mind. Ben wasn't going to kick up his heels and let them continue working on that without at least  _attempting_ to stop them. He wouldn't be able to do much physically, but if he could find a communication method that would let him get in touch with Rook or the Plumbers, then he could at least give his location to someone who  _could_ do something. That was better than nothing.

First things first, Ben knew that he was going to need something to eat. He briefly considered eating one of the shirts just to have something in his stomach, but human teeth weren't very good at ripping up fabric and he didn't want to try his luck and end up choking on it. That would be a humiliating way to go.

Relaxed at least somewhat, Ben held his left wrist up to his face and toyed with the Omnitrix's dial. He didn't want to risk talking, afraid of how his voice might sound after all that he had just been through, but it didn't matter. His attempts to sync with a nearby Plumber frequency fell flat. It wasn't surprising, considering that Argyle had control of the Plumbers in Petropia's star system and logic would dictate that he could cut off all communication satellites if he wanted to, though it was still disappointing.

It was never easy, was it? Ben was always being forced to do things the hard way.

He put it off for a moment longer before begrudgingly turning the Omnitrix off. He wanted to get in contact with his friends but he didn't know how to connect with whatever frequency Rook was using with those headsets and he also didn't want to make it any easier for Murowa to track him down and probably finish disemboweling him. He couldn't imagine what other use she would have for him and it seemed pretty likely that she was the one who had shot Big Chill in the first place. If she was going to insist on trying to kill him, there was nothing saying that Ben had to be idle prey.

Although, in his current state, Ben doubted that he would make for an exhilarating hunt.

Lowering himself down had been difficult, but getting back up proved to be a feet comparable only to breaking a mountain with bare hands. By the time he eventually managed to drag himself up onto shaking legs, Ben's head was pounding and he had broken out into a sweat that made every bit of him feel feverish, even the frozen parts. He was uncomfortably aware of each tug against his skin from the haphazard stitches. They burned in a way that had nothing to do with temperature and everything to do with the blood oozing out between any possible crack.

Nonetheless, being back on his feet brought with it some level of dignity. Not that Ben had much left to go around. He was briefly thankful that no one was there to see the Hero of the Universe struggling to stand, then quickly banished the thought. No, Ben would have  _loved_ if someone was there to see him. He was putting on such a pitiful display that Vilgax himself might have tentatively offered him some help standing.

And then he would have immediately crushed Ben's head like a grape. But it was the thought that counted.

Though successfully standing, straightening up was out of the question. Ben walked with a sort of hunch in his back. It was easier than when he had walked to the closet in the first place, though he had no way of knowing whether that was because the wound was clotting or because he was learning to push on through the agony. Frankly, either would do. He needed to keep moving. Although, at the very least, he wasn't trailing blood everywhere anymore.

With his new angle, able to see down the long rows of beds, Ben was able to find the door. He walked over to it, setting his hand on the wall with every step to avoid touching the pulsing pods. The green slime inside of them wasn't much better — Ben could have sworn that it was  _moving_ in there, and that was another small motivation to walk as fast as he could handle. Granted, it still wasn't very fast, but at least Ben could manage a sluggish pace considering that he was fairly certain he could feel his intestines nudging the inside of his cut with every step.

The door was small enough to be comfortably human-sized, which was good. It was unlocked, which was also good. Ben examined the crack that, hopefully, would let him out into a hallway. It was crooked, which meant that the door was broken and had been left partly open in the panic to leave the station when the power went off and there was that explosion.

That was less good. Ben wasn't an engineer, but he knew that the bottom of a sliding door was horizontal and that a diagonal rectangle would not be easy to scrape across it. Under ideal circumstances, then maybe, but Ben was having trouble seeing how he was supposed to pry it the rest of the way open with the injury that he had. His ice stitches would be durable, but Ben wasn't stupid enough to think that pulling on them would be a good idea.

He lined himself up with the door anyway. As far as he could tell, it was the only way in and out of the room, and he wasn't going to die because he had been unable to squeeze through a little crack. He slipped his shoulder into the gap, biting back a grunt of effort as he carefully pushed back and rested his weight against it. Doing so didn't hurt, thankfully, but there was an awful, piercing grating sound as Ben dragged the metal together to make a gap big enough for his head to fit through. He winced but forced himself onward. As soon as it was open enough for him, Ben stepped through and left the door as it was. It didn't seem worth the effort to push it all the way open. Setting up base in a room covered in his blood and that also happened to be the last time his Omnitrix sent off a signal seemed kind of stupid.

Ben sighed, propping himself up against the wall on the other side for some sort of support while he caught his breath. It would be a while until he ran out of oxygen, but he was going to need to find water and food quickly. His mouth felt like it was dead and his lips probably could have been used as sandpaper by that point.

That was the force that drove him away from the wall and further down the hallway. As nice as it felt to take a break, Ben was at least starting to get the hang of walking. With one hand pressing against the knotted clothes stemming his bleeding and the other trailing along the wall, Ben stopped at door after door to peer into their rooms for something useful.

Evidently, he had landed in something of a fully-fleshed out living quarters. Some of the doors were still closed, but enough had been left open, gapping, or torn right out of the wall for Ben to get a good idea of what he was looking at. It was difficult to tell at first because the bathrooms were unrecognizable compared to what humans used, and the exercise equipment in the training room looked like some bizarre fetish thing. There were plenty more bedrooms too, all looking like a tornado had gone through them.

He hadn't stopped to properly notice it when he had been busy trying not to pass out while stitching himself shut, but Ben took notice of the green slime covering nearly every inch of the bedrooms and how everything that had been left behind was either scattered or in pieces or both. A side effect of turning the gravity off, no doubt. Either way, Ben didn't run into any other living things, which he took as a blessing.

Going through the rooms took longer than it should have but Ben eventually found himself at the end of the hallway without a single, measly scrap of food. The odds weren't looking good. The hunger pains continued to pulse on and off but they were getting worse. His head was swimming and ached as though it was pressurized and going to explode, his tongue throbbing with thirst as he leaned against the wall and struggled not to dry heave. With nothing to throw up, he doubted that letting himself vomit would turn out very well. He didn't like the idea of aggravating his stitches for nothing.

He couldn't say that he was lucky because, based on his current situation, Ben most certainly  _wasn't_ , but at least something had gone right for him. At the end of the hallway was a large, open room that doubled as an almost cozy, open kitchen and a sitting room. What such a room was doing connected to what he thought was barracks, Ben had no idea. Maybe it was one of those cultural differences that Rook was always lecturing him about. Ben didn't really care. The most important thing, to him, was the box tipped over on its side that unmistakably functioned as a fridge.

The faint promise of food did something funny to Ben. The pain that had all but paralyzed him, making everything from the tip of his hair to his toenails feel bruised, suddenly meant nothing. Human instinct could be very single-minded in that way.

All he knew was that one moment, he was eyeing the fridge with apprehension, and the next, Ben had the door flung wide open and had a tube of alien food clutched in his hands. Cold air washed over him and Ben shut the fridge only because he was still aware enough to understand that letting the food rot would be a bad idea.

The tube that he had grabbed instinctively looked like something that Grandpa Max used to cook with. Ben had no idea what it was or what it was used in those recipes for — its single appeal was that it was the only thing immediately recognizable as edible.

The writing on the side was blocky with some squiggly lines here and there to break up the monotony of all the straight lines. It almost reminded Ben of Chinese, except it was far simpler. He couldn't read it so he didn't know how to open the tube, exactly, but knives seemed to be universal because there was a stack of them on the counter near the knocked over knife block. The material that his food was wrapped in felt like some sort of plastic, soft and malleable to the touch but holding firm when he tried to get his nails into it. The point of the knife pierced it easily and, mouth watering over something that smelled like dirty feet, Ben tore the packaging open in one smooth upward swipe of his hand.

Immediately, Ben shoved a chunk of it into his mouth. It had the consistency of cookie dough but tasted like dried-out paste. It did nothing to help his craving for water but, almost as soon as he choked down a mouthful, his stomach stopped twisting up and he could think so much more clearly. The tube had weighed about a pound in his hands but Ben had it all down with a few ravenous bites. He wasn't sure if he was still hungry or not, but at least he didn't feel  _empty_  anymore.

Turning back to the fridge, Ben grabbed the first thing that looked like a liquid and made sure that the door was sealed correctly behind him. No sense in letting his only source of food heat up even faster. He shook the bottle experimentally, taking his time to open it and sniff the faintly-glowing contents before taking a tentative sip. It smelled bitter — not unpleasant, but nothing like what was found on Earth. The taste wasn't too different, though it made his tongue tingle and it burned all the way down his throat. The effect was almost like it was numbing him, but when a few minutes passed and Ben didn't die, he shrugged and downed it all. Swallowing, of course, wasn't very easy when his tongue and throat were numb and the muscles didn't want to cooperate, but Ben managed. His motivation to move was gone but at least he didn't feel quite so dead with proper food and water inside of him.

Mission accomplished, Ben rested in the form of leaning over the counter and pressing his forehead on one of the parts that didn't have things spilled all over it. He let out a slow breath, feeling his chest rise and fall and the answering twinges of pain from his abdomen. He knew that he ought to sleep, but there was still so much to accomplish. A hero wouldn't let a small thing like an injury get the better of them.

Even as resolute as he was, it was with an exhausted sort of acceptance that Ben straightened up. He must have moved too quickly because vertigo made his temples throb and the world spun beneath his stumbling feet. Ben almost knocked himself over, only to grab hold of the counter at the last moment. As soon as it did, there was a burning sensation along his side and he let out an involuntary whimper through tightly-clenched teeth.

Shaking, Ben was far more careful in getting himself up the second time around. He felt heat against his frigid skin, like warm chocolate dribbling down his side. Instinctively, he pressed his makeshift bandages tighter against him but that didn't help Ben feel any steadier. If anything, it only made him hyper-aware of the blood.

He could take a hint. A break it was, then. There were worse things in the world than taking a nap — not that reminding himself of that made Ben feel any better about shuffling over to the couches.

Well, they weren't couches like what was on Earth. They were more like stiff, raised platforms that sank in on itself to accommodate Ben's weight and mold itself around his shape. He selected one that had a view of both doors in the main living area but also had a back that cast him in shadow and made him difficult to spot with a cursory glance. He forced himself to lay down and hold still, not that it helped Ben fall asleep at all.

It was hard to relax when all he could think about was how royally he had screwed everything up this time around.

**Notes for the Chapter:**

> UAF establishes that Ben retains his injuries that he gets when he turns human, and also that they don't heal when he turns into other aliens. Omniverse never establishes anything to make me think that Azmuth fixed this feature. My personal headcanon is that injuries will heal as best they can with an alien's natural healing abilities, but it is better for the host to turn back to their natural form. If they do, they only heal while not transformed. This feature helps to ensure that the host's DNA doesn't become contaminated and to prevent something from healing incorrectly. If you kept cycling through aliens and healing in equivalencies, something is going to go wrong or not line up correctly. So Ben is going to have to get used to being stabbed.
> 
> I apologize that this chapter is kind of slow, but I had to make sure that Ben wasn't going to bleed out. Things will pick up in the next chapter, look forward to it!
> 
> **Chapter Twenty-Nine: _Dead in the Water_**


	32. Dead in the Water

**Summary for the Chapter:**

> "Hey," Ben greeted after an awkward pause. "So, uh, quick question: how good are you with stitches?"

Sleeping sounded like a good idea on paper but quickly started to seem like an impossibility.

Not for a lack of trying — Ben tossed and turned on that couch as gently as he could with his injury burning its way up his torso, but he couldn't relax. He began to feel hot even though his hands were frigid and damp with sweat, resisting the urge to curl up around his abdomen as exhaustion smothered him like a blanket and the world was swimming even after he closed his eyes.

His body was trembling no matter how long Ben spent trying to make it stop, focusing so hard on making his hands hold still that he gave himself a migraine. Every breath came out wheezing and slick, like it was going to be his last one. His heart was hammering so hard that he could feel it, hand resting against his collarbone to feel the skin and muscles twitch with every rhythmic beat of his pulse.

Asking himself to relax had been a mistake. Ben didn't have the energy to stand anymore, though he doubted that doing so would have helped.

Eventually, after who knows how long of laying there in agony, the pain ebbed away. It never entirely  _faded_ , but it became slightly easier for Ben to think about other things. He managed to unclench his fists, stretch his legs out, and then he was asleep within minutes.

Not that it was a  _good_ sleep, granted. It was bizarre.

_Behind his closed eyelids, Ben found himself in a place that he recognized. He didn't know_ how  _he recognized it — there was absolutely no light and he couldn't see a thing — but it was familiar. Warm. Comforting. The darkness felt like the embrace of an old friend and Ben felt no reason to distrust it. He wasn't wearing the Omnitrix, his wrist far too light and empty, but it felt good. He wanted to close his eyes forever and just drift._

_The pleasant warmth in the air, cushioning him like a blanket, became hot. Ben brushed his hair back absent-mindedly, surprised to find the strands damp with sweat and his shirt sticking to his skin. The world grew hotter still, burning up, inside and out, until it felt like flames were licking up his sides and his skin was melting away, boiling over his bones and sliding through his aching fingers like water. The heat meant nothing — there was only the persistent, desperate thought that everything was_   _ **wrong**_ _._

_He heard himself, sobbing and cursing, clutching at layers of muscle and fat and organs in some vague attempt to keep everything in its place. To keep himself whole. His eyes turned to mush and slouched out of the sockets without feeling, but Ben could see again. He could see the chamber he had been locked inside for so long, forced immobile, treated no better than a dog. And compared to the feeling of his nerves becoming goo under the heat, making a sick splattering sound as they leaked out from between his icy bones to splash into the bubbling skin pooled at his feet, Ben would have felt safe in chains all over again._

_Anything to make it stop. To make the pain leave him. To get the horrible, echoing laughter of everyone he had failed out of his ears._

_**Anything.**_

It couldn't have been any longer than an hour or two spent asleep until Ben was woken by the sound of something snapping. He started, making a move to jerk up into a sitting position, but even bordering on unconsciousness, his body wasn't having it. He winced as his stomach muscles clenched, flopping back down onto the hard couch, boneless. It was damp with his sweat, pooling uncomfortably with the contours of his body because whatever the couch was made out of apparently wasn't absorbent.

Ben pondered for a moment what could have woken him up. Not that he was all that averse to it or anything — he couldn't remember his dream but trying to think about it gave him the distinct feeling that he ought to just forget it. But being happy to be awake didn't change the fact that something had woken him up. And on a section of the ship that was supposed to be dead,  _that_ wasn't a good sign.

Holding his breath, head tilted to listen for any modicum of movement, Ben realized a split-second too late that the sound of crashing was coming from  _beyond_ the soldiers' quarters. He had just enough time to recklessly throw himself to the ground — swallowing an audible yelp of pain as he did so, clutching his side on impulse — pressing so close to the couch that he blended into its shadow, just in time for the door to swing open with the nails-on-a-chalkboard sound of metal being torn apart like paper.

He didn't dare risk looking up to see who it was. Doing so would probably be a death sentence if they could tear doors out of the wall like that, especially with his Omnitrix off. Ben didn't want to use it, knowing that it would only make his present condition worse, but he hovered his hand over the pop-up dial anyway as he struggled to listen for those barely-there flutters of movement. It was better to go out on his own terms, having fought, than let himself be killed. Or, at the very least, he could use the Omnitrix to get away or win their inevitable fight so that he would still have a small chance of surviving.

Though, the odds didn't look very good. Ben had no idea how much blood humans could lose before dying, just that the mess he left in the room where he stitched himself up was  _awfully_ big and the way that his vision was tumbling and twisting couldn't be a good sign.

Whoever was in the room, they weren't very noisy. There was virtually no sound as they moved, not even the faintest patter of footsteps. Ben knew that they left only because he heard a door down the hallway he came from being torn off. His current hiding spot wasn't going to cut it if the other person started looking thoroughly — which they no doubt would after the stains of Ben's blood were found in the other room. Most aliens didn't bleed red. It wouldn't exactly be difficult to puzzle that one out. Then again, Ben had an awful sinking feeling that whoever it was knew  _exactly_ what they were doing and who they were looking for.

He winced at the sound of another door being removed. They moved  _fast_. Ben didn't have a lot of time to waste, considering that there were only eight doors down that hallway. He wracked his brain for somewhere else that could be a good hiding spot. His heart leapt into his throat in realization.  _The fridge!_ It was big enough to fit a person and, more importantly, no one would ever think to look for him in there. His wound was already throbbing at the idea of scrunching up into a small place but Ben knew that he didn't have much choice. If whoever was hunting him down looked over the back of the couch, he was finished.

He waited for a third door to be forcibly taken off before making his move, crawling army style on his stomach across the floor. Thankfully, the living area rested at a level just below that of the hallway, sort of on an incline. Ben wasn't going to question alien architecture,  _especially_ when it benefited him.

He paused, abdomen burning, and tried desperately not to pant. It was difficult. Ben was wearing a shirt and shorts and he felt like he was being smothered under a dozen blankets, his skin slick with sweat and burning to the point that the cool concrete ground beneath him ached to touch. He was all too aware of the fact that he was out in the open, where anyone could enter and see him, but his muscles were screaming in protest. Lungs heaving, arms shaking, Ben relaxed a fraction when he heard the fourth door come off and continued his trek to the kitchen.

By the time he actually got there, it didn't hurt to move so much anymore. Mostly, Ben thought, because he was so beyond pain that his body was having a hard time deciding if it was even  _possible_ to hurt more. He knew that he was never as athletic and nimble as Rook or Gwen, but Ben couldn't help but feel pathetic. It was just a little wound, right? He had handled it, with stitches and bandages and everything. Why did he feel  _worse_ than before?

The eighth and final door was torn out, tossed and sent clattering with a teeth-chattering bang down the hall, and Ben shuddered as he forced the fridge open with weak arms. It wouldn't be an easy fit with all of that alien food crammed in there, but Ben quickly pulled out the shelves, dumped it all on the bottom of the fridge, and stacked them against the side while his pulse quivered in his throat. Squeezing himself in, Ben was pulling the door shut when he heard an all-too-familiar laugh that sent chills down his spine and reassured him that he had made the right choice by moving.

"Come on out,  _hero_!" Murowa trilled. The sound of her mocking voice sent shudders of anger and humiliation up Ben's spine. "It's only making things worse for itself by hiding. It can't be  _that_ stupid."

Ben might have held his breath, but it was hard to hold what he didn't have. He wheezed, out of air, and felt himself starting to hyperventilate. His hiding spot was so small and so cramped. His knees were pressing against his chest, crushing his lungs. He twitched his fingers, trying to calm himself with the slight motion, but it was a fight not to slam his limbs against the door and force his way out. He couldn't  _move_. And suddenly, Ben craved the ability to stretch out more than anything.

A loud thump startled him out of his swirling thoughts. He could hear the fluttering of her wings, mere feet away from Ben's inconspicuous little prison. Had it been joined by the hum and whir of complicated machinery, he doubted that he would have been able to keep himself from devolving all over again.

"I know that it's here — it should come out, if it knows what's best for itself," Murowa called. The only reason that Ben didn't step out of the fridge was for the sharp thought that if she  _knew_ where he was, she would have dragged him out kicking and cursing by that point. He heard her hum thoughtfully, drilling her nails against the counter above him. Had he the breath for it, Ben might have screamed. "No one is coming to save it. No one is going to look for it. They'll only be searching for that  _fancy watch_ , and it knows it."

It felt as though he was watching someone else's life play out. Ben wrapped his arms around his legs and stared directly ahead of himself into pure blackness. He wanted to protest — because his friends would follow him to the edges of the universe and beyond,  _they had before_ , and they would do it for  _him_ , not the  _Omnitrix_ — but his tongue was thick in his throat and he couldn't muster up the passion to disagree.

She had repeated those sorts of statements  _ad nauseam_  while Ben was her captive. He had thought that he was over it, that he understood she was lying, that it was fabricated tactfully to get under his skin, yet…

He buried his face in his knees, swallowing a shaky breath as he fought to keep the world from twisting and what little he had managed to eat in his stomach. If Murowa said anything else, Ben didn't hear it. He was too busy struggling to keep himself grounded. It was so tempting to drift away, to be somewhere else, but Ben Tennyson didn't run. He refused it, biting his lip to the point of drawing blood just to keep himself focused on the cold, oppressive walls of the fridge instead of how good it would be to go home.

At some point — slowly, shakily — Ben pushed open the fridge and let himself sag out like a boneless mass of putty. He blinked, stunned even by the dim light, and looked around. Murowa was nowhere to be seen. He was hoping that she had moved on to a different part of the ship to search, but Ben somehow doubted it. She would be nearby, probably for a while.

The thought wasn't relaxing in the slightest.

Standing up took so much energy that Ben almost fell right over again. It didn't hurt as much as he was expecting, but his limbs had never felt so heavy. It was a physical strain to keep his eyes open, like those days where Ben would doze off in his high school physics class. Only he had at least been able to focus on what the teacher was saying when he did that. At the moment, all Ben could process was the static buzzing in his ears and the overwhelming urge to lay down against the cool counter and soothe his flushed skin while he dozed.

Instead, he forced one foot in front of the other, struggling against the lethargy in his limbs. The sharp burning in his side felt like the least of Ben's obstacles in comparison.

As tired as he was, the desire to get off the station for real was stronger. Ben was tired of laying around and wasting time. It almost got him caught once. He couldn't keep doing that or else it would quickly catch up with him.

He made his way to the exit of the block he was staying in, facing the torn open door with apprehension. Idly, Ben thought that it would have been nice to know ahead of time that Pesky Dust had super strength. Or maybe he had always known and simply never made the connection to try it out. It was hard to keep the instincts of all those different aliens straight in his head sometimes.

Setting his hand carefully on the jagged metal of what used to be a door, Ben peeked his head out into the hallway. Gravity was still on, which was nice, but he could tell that the air was still off and there was no light except dim, barely-there emergency lamps. Even those would probably be completely gone soon enough, so he had to hurry.

Getting to a part of the ship that had power would be a good first step. Ben shot a longing look at the alien couch, imagining summer days sipping smoothies with Rook, Grandpa Max affectionately ruffling his hair, lounging with Kevin and Gwen and feeling as though he had never been so content in his life. The warm thoughts turned bitter and chilled Ben from the inside-out. He grimaced, looking away.

He wanted to go home.

The hallway had other doors ripped apart and clawed open, several on either side of him. Ben considered his chances for a moment before shrugging and heading right. It was better than standing there and waiting to become the next clawed-up thing.

The silence was unreal. Ben had never heard anything so quiet in his life. The only noise was the padding of his feet and his quick, shallow breaths. He stopped often to relax, leaning against the wall, and it was so muted on the station that Ben's ears ached and strained, humming with insistent white noise as nothing else reached them.

Ben had no idea how big the station was, but he got the feeling that it was fairly sizeable. He had gotten a pretty good look at it as Big Chill, out in the vacuum of space, and the sheer size of it was  _mind-boggling_. He knew that walking the length of it would take far too long, especially when he had no idea if the direction he was heading in even led to an area with power, but what else was he supposed to do? Using the Omnitrix would be tricky. Big Chill didn't have accelerated healing, so changing back was inevitable. Unfortunately, since all wounds carried over and refused to heal unless Ben was human, well…

It wasn't going to be pretty. Whatever Ben did, he would have to make it fast. He didn't want to change back to human only for his stitches to be gone. Bleeding out wouldn't be fun.

He stopped, thinking about which of his aliens could be helpful. XLR8 would be good for running. Murowa could track the Omnitrix, but he doubted that she could travel at the speed of sound. Then again, he didn't know where he was going, and Ben had no idea if Kinecelerans  _could_ bleed out, or if it even happened faster for them. With his luck, Ben wouldn't have been all that surprised.

So, what else? AmpFibian could go through walls, like Big Chill, but his body was very fragile and Ben didn't want to try his luck with that. Jetray was faster than XLR8 but, in the cramped space station, Ben didn't feel like risking it. Goop probably wouldn't be at risk for bleeding out, though he wasn't particularly fast or sneaky, either.

Eyes straying toward a gap in a fizzling control console, Ben stiffened as an idea came to him.  _Upgrade_. He could be inside the wiring, cross the ship to get exactly where he needed because he would  _be_ the ship…

He worried for a moment about the state of a Galvanic Mechamorph with a hole in its body, but they were a pretty tough species. Besides, what other choice did Ben have?

Resigned, he brought his hand to the Omnitrix, hovering over to the control panel. He would have to be fast. Murowa could track him, obviously, but she wouldn't be able to grab him if he was on the other side of the station and embedded in the walls. Any other day, Ben might have smiled at picturing her frustration, but he didn't have the energy or the good-will for it. He wanted everything to be over.

With a deep, resigned breath, Ben turned the most powerful device in the universe back on and began sorting through his playlist. When he came upon Upgrade's familiar outline, Ben selected it and pressed down carefully on the dial. He held his breath, but it went rushing out of him as his lungs dissolved.

There was a twitch of pain that Ben was unfamiliar with experiencing while in the middle of a transformation. His bones were goo, his muscles were non-existent, and his organs melded into sticky circuits, but the only thing that  _hurt_ was the strong pulsating in his side.

Upgrade concluded swiftly that it was because his kind was artificial and had very limited use for nerve endings. It was the ghost of pain, his human thoughts nagging incessantly about how he was  _split open_ , that really hurt. Being Upgrade was never easy — torn between mechanical observations and the weighted perspective that came with humanity.

With his singular eye, Upgrade blinked down cynically at the hole in his side. It was surface-level. Green liquid, slime-like in texture, oozed out of the wound. Thinking about it as though studying someone else helped calm his nerves. It seemed safe to assume that, because the Omnitrix worked in equivalences, he wouldn't have any injury into muscle or fat or intestines because Upgrade possessed  _nothing_ that was even remotely similar to those things. He had a mild equivalent to human skin, noting with an idle brush of his hand along the tender area that the wound was far less extreme than it was with his human body.

He felt weak, but not at any risk of dying. Good. It left Upgrade with no further qualms about touching a hand to the control panel and slipping into the ship's wiring.

There was nothing to see, so Upgrade didn't bother processing vision. He knew that his mind, still bogged down by notions of mortality and flesh-and-blood, would be unable to process the view of an electric current without suffering a seizure or a mental breakdown. Even so, that didn't mean that Upgrade wasn't  _looking_. His body, little more than data collection points at the moment, pulsed as fizzled-out bits of electricity washed over him. Through the busted and misbehaving wires, Upgrade measured the intensity and frequency, gauging power and distance. His decisions were made near faster-than-light, purely instinctive, so that his mind wouldn't have to scramble to catch up.

The objective was to find an area for communications. It was imperative, ranked above such things as finding food or water or an escape route. What would escape accomplish when there was still so much work to be done on the station? Criminals to be taken in, people to be freed, crimes to be punished… Upgrade processed it all with the sort of weariness of one working a day-to-day desk job.

He skipped around damaged wires, avoided dead-ends, and found himself speeding toward the area with the most energy output. Which might have been stupid by some measures, certainly, but Upgrade didn't have time to waste dancing around miles and miles of busted cables. He was certain that he could find a dead communications room with enough time, sure, and easily make it work, but the lagging of his thoughts told him to make it fast. Upgrade had forgotten, in stepping out of his human skin, that the wound wasn't the only thing that had left him feeling drained.

It was with a burst of determination and a reflexive intake of air that Upgrade found himself in a room with light and oxygen. Disoriented, he looked around, noticing the empty hallway and branching off doors. His center was humming in some vague representation of a beating heart. The closest thing that Upgrade could compare it to was an over-exerted harddrive, heating up and fan whirring as its output began to inch closer to its limits. Upgrade had never felt tired before, but he knew how to recognize it. Traveling any further through the circuits would have to wait until he had rested. Though, by all estimations, Upgrade figured that he had put at least a few miles between himself and Murowa, in a matter of seconds. That would have to do.

Lagging with lethargy, Upgrade felt the energy buzzing in the air until he came upon another access panel. Next to it, embedded in the wall, was a high-security computer terminal. Upgrade wandered over to it, considering them both before shoving his hand into the computer screen. The glass rippled as his body spread out over it. It might have been a second-skin, except then the rest of Upgrade's body followed, tugging his consciousness along with it. He wasn't simply covering the glass, he  _was_ glass. And he was steel and cables and ones and zeros that meant nothing yet everything to him.

Nestled in the command center of the station, Upgrade had to steady himself against the onslaught of commands and directives. Had his body been physical, it would have trembled with the force of managing them.  _Orders to redirect power… memos being shared from one terminal to the next… Route adjustments… Cutting back on comforts and directing all power to the thrusters…_ Upgrade felt each bit of information pass through him, in and out, all-consuming for the moment they were inside of him and forgotten as soon as they weren't.

He tried to focus on the task at hand but it wasn't that easy. His thoughts refused to remain steady, shaking on their foundations with the near-constant pulses of commands. Upgrade didn't have to bypass security codes or provide passwords. The computer couldn't keep  _itself_ locked out, after all, and Upgrade was every bit the software as he was Ben Tennyson. The name lost its meaning when he was so consumed by hundreds of thousands of lines of code to pass on.

But there, Upgrade had found it. In relaying commands for power redirecting, he had unknowingly stumbled right into the blueprints for the station. He let out a pleased warbling from his core, a sound not unlike radio static. The computer terminal that he was occupying quavered.

The blueprints were downloaded and processed within a few seconds, which was exactly how long it took for Upgrade to realize that they weren't complete. Or, more aptly, that the station was too  _big_ to contain only what was shown on the digital scan. That implied that quite a lot of construction had been done, though Upgrade couldn't tell the extent of it without merging with the entire station. And given how managing a computer terminal alone was already making him more exhausted than he was before, the idea of trying made an emotion flicker through Upgrade's circuits that he recognized as "displeasure."

He flicked his ocular sensors over the map, quickly locating a small drawn box that was labeled in an alien language that his human mind didn't recognize. No matter — Upgrade scanned the security code, tiny numbers printed in the room's outline, and was immediately able to recognize it as a communications room. That meant that it would be connected to a satellite that would transmit his message. Argyle may have been able to block the Omnitrix from access (or maybe Murowa yanked those wires out when she was fiddling with the device's core) but it was doubtful that he could safeguard his own ship from a Galvanic Mechamorph.

Satisfied, Upgrade glanced over the route one more time. It would be a little less than a mile's walk. The prospect made him groan internally, but there was little that he could do about it. His strength was waning. He wasn't used to having to take care of his human needs in the middle of a tense situation.

He pulled away from the computer, morphing back into a loose approximation of a physical form. As soon as he did, the Omnitrix beeped weakly and Ben was deposited on shaky legs. He swore that he felt his insides slip around before settling back in their proper place and the feeling made him shudder. He did  _not_ need a physical demonstration of having his heart in his throat.

After a moment, when he didn't immediately kneel over and die, Ben let himself relax a fraction. He leaned against the wall, double-checking that no one was nearby before he lifted his shirt and, hesitating only a moment, tugged away the pants that he had used as a bandage.

The wound didn't look as bad as Ben thought it would. To be fair, he was hardly a trained medical professional, but he knew what infections looked like more-or-less. The skin around was red and inflamed, but so long as it wasn't turning yellow and green and leaking pus, Ben figured that he was alright. Unfortunately, he had been right about the niggling doubt that transforming would mess with his stitches. They were noticeably looser and beginning to drip water as they melted. The cuts were still bleeding, which Ben knew couldn't be good, but he had no idea how long wounds that deep took to  _stop_ bleeding and at least it wasn't gushing out of him like before. It was better out than in, at least. He didn't want his insides to flood. The odds of surviving that weren't  _favorable_.

Eyeing it all was starting to make Ben feel queasy and clammy. He wrapped the wound again with the non-blooded part of the pants. The result was that his lower back was squished with uncomfortably lukewarm blood, but that wasn't the most unbearable thing that Ben had put up with for the last week so he shrugged it off.

The path that would take him to the comm room flashed in Ben's mind. He muttered a quick thanks for his eidetic memory and made a mental note to look out for some sort of infirmary on his way. He would have used the computer console to find one but Ben had been running on low energy and Upgrade tended to hyper-fixate on a problem when they were in a hurry. There was probably a mechanical reason for that but, frankly, Ben didn't  _care_.

He pushed away from the wall, regretting it as exhaustion made the floor twist out from under him. Vertigo made his head throb, temples pounding, and Ben clenched his jaw against it before pushing himself down the hall anyway.

Of course, he almost tripped and landed flat on his face, but rest wasn't really an option. Ben begrudgingly turned the Omnitrix back off. Had he not been at risk of passing out and turning back into a human while in the void of space, Ben might have considered leaving. He wouldn't have regardless, determined as he was to finish what Argyle and Murowa had started, but still. It was with a guilty thought that Ben imagined having the energy to coax Jetray faster than light and get back to Earth.

When he was done with everything, he was convincing his parents to go camping for a weekend. Ben had never paid much attention to the scenery on Earth before, but the steel walls and the stench of his own blood made him ache for grass and an open night sky.

One benefit of wasting so much energy to cross the ship was that the doors were a lot easier to open when they weren't stuck in the ground and refusing to budge. He had expected them to have I.D. scanners, but he supposed that would be impractical with how big the station was and the sheer number of people who populated it. Not that any of them were still on the ship if they had any common sense, but still.

As it turned out, hitting the control pads by each door worked very well to open them. Or maybe they were just motion sensors and Ben was being obtuse because he couldn't read the latest squiggly alien language. He didn't think that it mattered. As he walked, clutching his aching side with one hand, Ben smacked his palm against door scanners and wasted a second idly glancing inside before continuing.

It didn't slow him down — it was difficult for Ben to get any slower than he already was. Actually, checking out the rooms gave him a way to justify taking breaks to himself. Ben knew that he wouldn't have allowed himself to do so otherwise, as much as the pounding of his heart and burning in his lungs ached for it.

Somehow, by some sort of miracle, Ben did manage to find what looked like an infirmary. It was hard to tell at first — there was nothing about it that was similar to the stereotypical human hospital set-up. There was no examination table, no neatly packed drawers of bandages and gauze, and no jars set out along the counter with cotton balls and q-tips and a box of store-bought, cheap plastic gloves. There wasn't even a first-aid kit with a giant red cross on the side. In fact, Ben had been about to overlook the room entirely when the glint of a bottle on the floor caught his attention.

The small infirmary — either for private or emergency use, Ben assumed — was just as destroyed as every other room he came to. He couldn't tell if it was because it had been raided for supplies before the people on board abandoned ship, or because the temporary loss of gravity across the station had knocked everything out of place. Either way, Ben was relieved to find enough things set out for him to scrape together into an emergency patch job.

His setting wasn't exactly ideal, but, well… There was nothing that Ben could do about that other than deal with it. The stitches had gone fairly well the first time, though now that Ben had light, he could tell how bad the stitch job was. Shirt and bandages still on as he dug through containers for clean-ish gauze, Ben grimaced at the memory of his oozing wounds. He never had been very good at sewing. He knew there were places where the thread was too far apart or even doubled back and looped around itself, sometimes straying too far from the cut and other times getting so close that Ben had stitched into the side of the wound instead of the layer of skin. Not that he had felt it, granted, with how numb he was with cold and the unfathomable amount of pain and panic that he had been choking down. But, still. Looking back, it was pretty inexcusable.

Sifting through sideways boxes and smashing glass tubes that had some sort of alien opening mechanism that Ben could  _not_ figure out for the life of him, he eventually managed to find something semi-useful. The aliens on board were too good for regular, absorbent gauze, apparently, because all Ben could find was a tub of warm, adhesive gel that cooled rapidly and formed a green-tinted but mostly transparent seal over his skin. He got the feeling that pouring it into an open wound would do more harm than good, but after he somehow managed to stitch himself back together properly, he didn't think that it would be too much of a concern.

Not that Ben was  _concerned_ or anything. He was only bleeding out slowly. What was there to worry about?

By the alien equivalent of an examination table (more of a raised section in the floor that, based on its multiple hinges and retractable parts, could be adjusted to fit most humanoid-sizes) Ben dug out something that functioned close enough to stitches from a hatch in the floor. It seemed unsanitary to him, but maybe it was one of those accommodations that had to be made in space or aliens weren't as susceptible to disease as humans were.

The stitches were obviously some sort of attempt at a "one-size-fits-all" type of care. They were thicker than what was typically used for human skin and there was no needle — instead, Ben was left with what looked like a cross between a sewing machine and a stapler. He was sure that the labels on it would have helped operate the device but, again, Ben couldn't read it or even begin to guess at the meaning. He didn't want to use it without having any idea how to, but he reasoned that practicing on fabric a few times wouldn't be too bad and, hey, it wasn't as though he had a lot of better options.

Ben was in the process of attempting to find a salve to help him through the no-doubt painful stitching process when the sound of footsteps caught his attention. He immediately set down the illegible bottles, grabbing a long, thin slab of metal that he assumed was for setting broken limbs, much like splints back on Earth. He had set it aside figuring that he might need a makeshift weapon, but he hadn't expected to use it so soon.

He glanced at the small pile of gathered medical supplies, but easily decided that it wasn't the time to take them with him. Ben had left the infirmary door cracked behind him precisely so that he could hear someone approaching, the downside being that it was  _obviously_ cracked and had the lights on.

Breathing hard, buzzing with nervous anticipation, Ben pressed himself against the wall next to the door so that he was out of sight. With any luck, whoever it was would keep on walking. It couldn't have been Murowa, as Nemuinas didn't fly or sound nearly that heavy, but that didn't mean that Ben was all that eager to fight anyone else. He hated having to turn tail and run. It was even more frustrating to know that he had been backed into a corner and was out of options — in his current state, fighting would be a  _death sentence_. Ben wasn't nearly stubborn enough to deny that.

He forced himself to stop shaking and panting, letting out a slow, even breath as he stood and waited. If whoever it was opened the door, Ben would swing the metal slab that he had over his shoulder like a baseball bat, taking the opportunity to run. If the person kept walking, then he wouldn't have to worry about it.

His fingers tightened subconsciously as the steps drew nearer, clicking with steady thuds against the steel ground. They stopped, right outside the door, and Ben forgot how to breathe.

The second that the whir of small engines announced the opening of the door, Ben stepped out from behind the wall and swung with all his might. Shockwaves raveled up his arms and down his spine, jarring Ben's body so badly that he dropped the metal reflexively and felt his abdomen pulse in discomfort. Had he been able to see it, Ben wouldn't have been surprised to see an increase in the blood flow as a result of the tremors.

After spending so long surrounded by nothing but peranite, Ben recognized it when he saw it. For a moment, he thought that he was looking at Argyle, but no. The proportions weren't right — and Ben was still breathing, so it wasn't the Magister.

Never before had Ben felt so relieved to see a virtual-stranger. He smiled hesitantly at Popigai, as well as he could manage. The metal strip at their feet was bent practically at a ninety-degree angle whereas the Petrosapien didn't look hurt in the slightest — only perturbed and very concerned.

It felt so good to see someone looking worried for him. At the very least, it had been a few hours since Ben got himself stabbed. A day, at the most, and he already missed his friends terribly. Seeing Rook and Kevin for that brief amount of time had been bittersweet.

"Hey," Ben greeted the cadet after an awkward pause. "So, uh, quick question: how good are you with stitches?"

**Notes for the Chapter:**

> Was Ben on the verge of a panic attack in this chapter? The possibility is strong.
> 
> But I'm not sure how to properly write panic attacks so I'll have to do some more research. Perhaps in later chapters.
> 
> **EDIT:** I've added a picture that I drew to this chapter! The anatomy took ages, but I'm proud with how it came out. I made a post about this on my Tumblr, [HERE](https://karkalicious769.tumblr.com/post/190318217999/a-piece-i-drew-inspired-by-my-ben-10) if you want to like it or reblog to support this fic.
> 
> **Chapter Thirty: _Saving Grace_**


	33. Saving Grace

**Summary for the Chapter:**

> "The one on the side is properly stitched," Popigai announced. 
> 
> "That's a relief," said Ben with something that might have been a smile if it hadn't been so difficult. "If I died like this, Kevin would never let me live it down. It'd be pretty pathetic, actually. I always thought that I'd go out in a really awesome explosion, possibly saving the universe again, or at least a planet or two."

"Wow. I didn't know that mammals had so many thin layers," Popigai hummed with a detached sort of interest — as though he was holding a microscope up to petri dish instead of a staple gun right against Ben's abdomen. "Petrosapiens only have a few and we have much more body mass to go around. It's fascinating, how complex this is for such a simple species."

Ben, exhausted beyond feeling pain as Popigai's fingers brushed unhurriedly over the oozing split in his skin, managed a resigned sigh. "Dude, your compliments suck," he muttered. He brought a hand up to his head, massaging the bridge of his nose in a weak attempt to fight off the building headache. "You better not try getting a better look by tearing me open any further. I can and will throw you through a wall, even if it kills me. Which is probably will, at this point. Who am I kidding?"

Laid out on the slightly-too-small sort-of-examination-table in the alien infirmary, Ben felt like he ought to be more concerned about his current state. He knew that it wasn't good. He had lost so much blood that it made his head spin — or maybe that was more cause and effect, not Ben imagining things. He hadn't wanted to leave his care in the hands of an alien who barely knew anything about humans (or anyone's hands except his own) but Popigai actually understood how to use most of the equipment in the room and Ben reasoned that sucking up his pride for a few minutes was better than messing something up and making his situation even worse.

That didn't mean that he had to be happy about it. Ben hated laying shirtless in the eerily cold room, trusting someone that he barely knew to do the job correctly. If he had possessed the strength, Ben might have tried doing the first aid himself, but he had barely managed to do it the first time. And that was when he was running on adrenaline, desperately fighting not to let himself go into shock, and had a single-minded goal along with a tool in hand that he actually knew how to use. As it was, he felt as though he would pass out at any moment. The gradual build of the pain in his side wasn't keeping him from that precipice in the slightest.

"No one," Popigai replied matter-of-factly. Ben didn't feel like explaining that his question had been rhetorical. He closed his eyes and felt the Petrosapien shift next to him, cool fingers pulling away from his overheated skin. When Popigai spoke again, there was a shine of concern to his words. "I know that I'm not an expert on human xenobiology, but you look awful. How long have you been… wandering around with a wound as serious as this, sir?"

He almost snorted when he heard the polite title. He had forgotten that the cadets still had the pseudo-respect thing going on from before. Calling him "sir" with respect felt jarringly out of place with Ben zapped of the strength to so much as sit up.

"Popigai," he managed, tongue heavy in his mouth, "staple me shut or I'll do it myself."

For all of his concerns about his readiness to handle such a procedure, Popigai at least had the sense to realize that letting Ben do it in his current state would be far more disastrous. "Alright, I'll... Manage it. Hold still. I'll need to pull out what's left of your first set of stitches. It's probably going to hurt," he warned.

He grabbed the string before Ben could retort, forcing the teen to bite back a groan of pain as the inflamed skin was tugged on. He tried to remember when something had ever hurt so badly, but he couldn't. Ben had never felt something that made him want to crawl out of his own skin, roll over and vomit until he had nothing else to give and his soul itself rolled out instead. Anything to escape the pain that had quickly become his entire reality.

His hand fumbled blindly for his shirt, set next to Ben's head, and he was glad when his fingers curled around the fabric. Popigai had paused, letting him settle back down, and merely arched an eyebrow when Ben shoved the fabric into his mouth and bit down as hard as he could without setting his jaw on edge.

After a moment of thought, Ben pulled the shirt out and said, "If I do something really pathetic like start crying and begging you to stop… Don't listen to me. Like, lock me down if you have to, I mean it. I won't be mad about that. I just want this done, alright? Humans…" Ben trailed off, searching for the right words. "Humans act irrationally when we're in a lot of pain. If it helps, you can think about it as someone else. Because it's definitely  _not_ me, it's just… instinctive."

Looking thoroughly unconvinced, Popigai nodded nonetheless. "Okay," he agreed, looking more unsure than ever. "Bear with me, please. Do what you can to make this easier on yourself. I'll attempt to make it quick."

Ben didn't trust himself to say anything so he nodded. He stuffed part of his shirt back into his mouth and did his best to relax. Closing his eyes didn't help, but it helped, he thought, to not have to watch what Popigai was doing. He could convince himself temporarily that he wasn't about to be pulled open and shoved together again, that he was  _fine…_

There was a tug on the stitches across his side and Ben let out his breath as a soft hiss. That time, Popigai didn't stop. He tugged again, a little bit harder, and the fragile knot that Ben had tied came loose. He could  _feel it_ dragging through him, catching on his flimsy skin and drawing a reflexive gasp from Ben each time. It was uncomfortable and made Ben want to rip his skin off, just for the sensation to be  _over_ , but it was tolerable. He squeezed his eyes shut, grinding his teeth into the shirt so hard that his gums ached from the pressure.

He let out a sharp, choked groan when the last of the half-melted thread came out. He was glad that he had decided to keep his eyes closed — he didn't want to have to see what his wound looked like under the bright, precise lights of the cold infirmary.

He twitched a little when Popigai's chilled, almost lifeless fingers came into contact with his skin. For a moment, Ben had forgotten that he had an audience, small though it might be. He turned his head away from the Petrosapien, doing his best to hold still as he felt the device come to hover over him. He tensed, preparing for the worst. There was the whir of small machinery, the brush of a needle near the wound, and Ben forgot how to breathe.

The first stab of the needle was quick in a way that human hands would never be able to achieve. Popigai lined each shot up, pulling the trigger on the automatic stitcher, carefully but quickly beginning to move his way up. It didn't hurt as much as getting stabbed had but each tug of the string and touch of the needle made the world swim, and Ben  _couldn't_ —!

"Mr. Tennyson," Popigai muttered, stopping the stitching. His free hand was on Ben's chest, pushing down with just enough pressure to keep the teen still. Had he been squirming? Ben couldn't remember. He was slick with cold sweat, having taken the makeshift gag out and breathing hard through his mouth because he couldn't get enough  _air_ through his nose. "Please, calm down. I know that this isn't an easy experience to go through or move on from. Frankly, I don't know how you're still alive, but…" He seemed to consider something. Somehow, Ben managed to peek an eye open and gaze up at him. Framed against the ceiling lights, Popigai's sharp features were cast in glinting shadows that reminded Ben far too much of the edge of a knife. He bit back a shudder and Popigai managed a tight smile. "Talking might help. Can you tell me how this happened, exactly? It might help with long-term treatment."

Sure. That made sense. Ben nodded absently. He let his eyes close again, forcibly relaxing. When he heard the click of the machine again, he tensed but consciously tried to keep his body still. "It was Murowa, I think," he rasped. Ben had never wanted water more in his life. "I— I couldn't really tell because there was this… space-grade glass used for the viewing window and that stuff's usually pretty hard to see through from the outside. She… well, I was Big Chill. He's my— my Necrofriggian form." Ben mumbled the species name a bit, too tired to bother with all of those syllables. When Popigai's response was only to hum in interest, using the pants that Ben had used as bandages to wipe at some of the blood in his way, he continued his story. "I was pushing Kevin and Rook in an escape pod. They— there wa-was no ships left, so… so we improvised as best we could. It seems kinda stupid now. I was supposed to get them back to Petropia."

There was a bitter edge to Ben's voice. For better or worse, Popigai didn't comment on it. Instead, what he said was, "I saw that the ships were gone, too. After I was separated from Igneous in the escape…" He sighed and shook his head with the sound of crackling of crystal. "Did Murowa hook you with a pod tether? The size is about right and so is the shape."

Ben cringed at the memory. It wasn't as though Necrofriggians  _couldn't_ feel pain. He certainly had felt the way his exoskeleton splintered, his body convulsing as he fought back the urge to phase away from it because  _it was the only thing keeping him from bleeding out_ , but more than that, the way it had felt to watch his friend's escape pod drift away and know that he had failed them.

"I think so," Ben whispered as though afraid to admit it. "I— I don't know. I don't really care. Big Chill doesn't have advanced healing. It was all I could do to land inside the ship before the low energy forced me to transform back."

There was a firm tug just below Ben's rips. He recoiled for a split-second until Popigai let out a soft cheer and the whir of the machine in his hand died away.

"The one on the side is properly stitched," the Petrosapien announced. It might have been relieving news, had Ben not been all-too-aware that he still had one other cut that would need to be patched up.

Popigai shifted away, grabbing the tube Ben had found that contained a thick, mostly-see-through gel. It was warm when he applied it but quickly cooled. The feeling of it hardening wasn't too pleasant, what with the way it pinched at jagged pieces of skin and delicate nerve clusters, but Ben could handle that trade-off in exchange for a bandage that would hold.

"That's a relief," said Ben with something that might have been a smile if it hadn't been so difficult. "If I died like this, Kevin would never let me live it down. It'd be pretty pathetic, actually. I always thought that I'd go out in a really awesome explosion, possibly saving the universe again, or at least a planet or two."

He didn't get a response to that, which was probably a good thing. Had Popigai asked, Ben wouldn't have been able to explain why describing his death so colorfully made him laugh.

"It's interesting that this was the result of your Necrofriggian form being run-through. It's easier on your human body, I suppose," Popigai remarked. The needle came to Ben's front and he knew immediately that it was going to hurt worse than his side. He placed the shirt back into his mouth and focused on taking deep breaths through his nose and listening to the Petrosapien's words. "I didn't know that the Omnitrix worked in equivalences. It is the most streamlined method of giving someone the body of a different race, but… I think that it lucked out for you, sir. You have skin and fat and muscle, same as a Necrofriggian, but they don't possess intestines the way that you do. That's probably what saved your life — the hook cut through a mush of liquid and thin tubes but must not have found anything vital to survival. You're quite lucky."

It didn't  _feel_ lucky. Ben didn't know how having so many near-death experiences that he couldn't even count them all made him lucky in the  _slightest_.

But he didn't feel like arguing with the guy sticking him with a needle, so Ben nodded absently and tried to focus on the sound of Popigai's voice as the sharp bursts of pain continued up his abdomen. The Petrosapien was talking about the science behind the Omnitrix, theorizing mostly. There were a lot of big words that Ben probably could have puzzled out the meaning of if he cared even the  _slightest_ about what Popigai was saying. It wasn't important in the least. The point was that it acted as noise to keep him grounded, glued to that table instead of floating off into space.

It was tempting, though. Ben had lost the script. He didn't know what was happening or why. His stomach was twisting itself into knots and there was a stone sitting in his chest that made it hurt to breathe. He was going to be sick, he was convinced, but maybe that would help calm his stomach. His mouth felt like it was stuffed with cotton balls. Beneath the hazy edge of panic, Ben was desperate for something to drink. He needed water, food, somewhere to rest. Where were his parents? His friends? Why was no one helping?

" _...nyso….? ...ir…?_ " A faint voice stirred Ben's drifting thoughts. He didn't open his eyes or acknowledge it. The lights were so bright that it made his head proud. It was all he could do to keep his breathing regular. If he did that, he thought that maybe everything would stop spinning. It was impossible to breathe in a vacuum so he had to be safe.

Though, it was hard to convince himself to feel safe with an oozing cut in his side.

He stirred when he felt hands on his shoulders. Hard, crystalline hands. Ben understood on some level that it was Popigai trying to get his attention but he couldn't help but hope that he would open his eyes and be looking at Tetrax. He ached for something familiar, craving it so badly that it hurt. His heartbeat fluttered like butterfly wings, echoing in his ears.

The hands squeezed tighter. Ben felt that he was being shaken but the feeling was slow to register and came off muggy. It was as though a dense fog had settled in his head, making everything from his temples to his toes numb. It didn't have to be his body or his pain — it could be someone else's, for a little while. Just until Ben no longer had to see Murowa peering over the examination table to leer at him or his own blood smeared so thoroughly over the walls that it could have been a coat of paint.

" _Ben_!" Came a frantic shout and then — as reality righted itself and all of his senses slipped back into focus — the flat of someone's palm smacked him hard, catching on Ben's jaw and sending his head whipping around.

It didn't hurt as much as Ben was expecting it to. With all of those sharp edges and a lot of surface area, he was surprised to idly reach up and feel only a tender bruise beginning to form. Then again, that was far better than losing more blood.

He avoided looking up at Popigai, instead focusing so intently on the ceiling light that Ben thought it was going to be burned into his retinas. "Thanks for finally using my name, dude. I don't really like being called "Mr. Tennyson" or "sir." Rook tried that, our first day of partnership. Did you know that?" He turned to look at the Petrosapien then and his breath caught in his throat. Maybe it was the concern on Popigai's face, or the way he was shaking, or how he looked on the verge of stress-induced tears as his bloodied hand hovered poised to slap Ben again. Whatever the reason, when he finally managed to find his breath again, all Ben could manage was, "...We're not partners anymore. I told Rook that we were over."

Ben had never admitted that aloud to himself before. It was true. He couldn't rewind time and swallow those damning words. And, even worse, Ben wasn't sure if he even wanted to.

The thought brought a prickle of tears that were immediately blinked away. Ben didn't know what it looked like when Petrosapiens cried, but he had a feeling that Popigai wasn't fairing much better. Fluid the same color as his blood pooled in the corners of the Plumber's eyes but Ben said nothing. He figured that Popigai would know how his own body worked and he didn't want to call attention to it.

"You were going into shock," Popigai said eventually, voice far more even than his expression would have otherwise betrayed. He didn't respond to what Ben said about Rook, which was a bit of a relief for the teen. He hadn't meant for that to slip out. "I'm sorry for slapping you, s… Ben. I don't have any experience in treating humans. You were pale and cold and weren't breathing normally…" Popigai had to stop. He made a noise in the back of his throat that Ben recognized, on some instinctive level, as choking down a sob. "I thought that you were dying. That I had done something wrong." He managed to quirk his mouth upward into a little smile. "How ironic would that have been, though? I'm a Plumber and I would have had to watch the greatest hero in the universe die because I never bothered learning the medical procedure for carbon-based lifeforms. How ignorant can I be, huh?"

"I'm fine," Ben said, the response so reflexive that he almost didn't notice it. "Don't beat yourself up about it. Humans are kinda… uh, fragile. It probably would've happened at some point, anyway. It's not like I've been doing a great job at taking it easy. It's pretty obvious, unless you think this is what humans in tip-top condition look like." He gestured at himself for emphasis. Sweaty, clammy, and blood-splattered, Ben knew that he had to make for a hell of an ugly picture.

But at least Popigai didn't look on the verge of laughter anymore. Had he laughed, Ben knew from experience that it would have devolved into tears, and if that happened, then the teen wasn't sure that he would be able to keep himself from joining in.

Popigai stayed quiet, watching Ben pull himself back together. With the stitches and adhesives in place, he felt better than he had since getting the wound in the first place. The bleeding had finally begun to slow and everything was manhandled into place so that it could heal back up. Ben wasn't going to sit around waiting for a miracle, but he wanted to get back on track and hunt down that comm room while he still remembered where it was.

As soon as he sat up, though, Popigai stiffened. When Ben swung one leg over the side of the table, attempting to stand, the Petrosapien was already there to stop him mid-motion and gently force Ben's foot back down onto the table. "What are you doing?" Popigai asked, eyes narrowed.

At his voice, Ben almost snorted. It seemed that the " _we both know exactly what you're doing and I'm not about to let you get away with doing it"_ tone was universal. He nearly made a joke about his mom but thinking about her made Ben's throat tight with longing.

"Uh, standing up?" Ben replied, almost sounding bored. "Or, trying to, at least."

He made another move to lift his leg over the side of the table but, to be honest, it wasn't much of a struggle. Popigai was, after all, made out of solid crystal and Ben was still grappling with losing what felt like a good chunk of the blood in his body.

"I can see that." Popigai's expression was tight. "I can list the things that I know about human anatomy and still have fingers left over... and even I know that you're in no condition to be pushing yourself. Mr. Tennyson, sir, please allow me to help you. It won't do either of us any good if you push yourself to exhaustion but we can't stay here."

A part of Ben understood the sense of what Popigai was saying. He wasn't an idiot. There was a benefit to letting himself be helped, at least temporarily, so that he could conserve his strength. Popigai didn't say it, but Ben was thinking about Murowa and Argyle. If he met up with either of them... Ben wanted to have the strength to finally deal with them properly.

Had it been Gwen or Rook or, hell, even Kevin making that perfectly valid argument, Ben might have conceded. He would have let them support him or carry him or drag him so that he wouldn't have to walk and strain his body any more than he already had. Ben had been considering it until pride reared its ugly head and the teen grimaced. It was his first day of working with Rook all over again. Here was a perfect, by-the-books Plumber cadet, all star-eyed and admiring over the fabled Hero of the Universe. And how had their spectacular partnership started off? Popigai had already had to stitch Ben up because he wouldn't have been able to do it himself and then helped the "hero" from sinking into shock.

It was humiliating. Ben felt himself turn red from his neck to his hairline, clenching his teeth against an odd mix of frustration and mortification. No. He could walk. He had been walking perfectly fine before Popigai showed up and he could continue to do so.

"Are you suggesting that you carry me?" Ben snapped, eyes narrowed. "Because I'll definitely pass on that one, thanks. How do you think I even got here? I managed just fine."

Popigai, for once seeming sure of himself, arched an eyebrow. Or, the crystal equivalent. "Yes, I know. How do you think I found you? You left a very obvious smear of blood everywhere you went, Ben. And that was only a few hallways but most of it was dry when I came across it. That means that you've been walking that short distance for a very long time." He folded his arms across his chest, unfazed. "And, yes, I am suggesting that I carry you. What other options do we have?"

Ben huffed, unimpressed. "Dude, I said that I can walk. Why are you being so pushy?"

"It's the smartest of our options!" Popigai shot back, frustrated. "I don't understand humans at all. You can even ride on my back if that is easier than being carried, but we're not going to get anywhere with you like this! I know that I don't have any control over you or your decisions, sir, but I would think that you would want to do what would end all of this the fastest, regardless of how you personally feel about it."

That sunk in. Ben was quiet for a long minute. He knew that he was being played, having his own logic twisted against him, but... The more Ben thought about it, the more ridiculous his protests seemed. He may not be leaking blood everywhere anymore but that didn't mean that he had healed. Was he really going to burden their mission by being prideful?

Finally, avoiding eye-contact with Popigai, Ben gave in. "Fine," he mumbled. "Whatever. Go ahead and... just do it. It's fine."

Apparently, Popigai was not clued into a subtle yet important nuance to human communication: that "I'm fine" meant "I'm miserable and agreeing because I don't have the energy to elaborate on the reason why I'm so upset right now."

The Petrosapien took Ben's agreement at face-value without hesitation, grinning. "Excellent! Thank you, sir. I can assure you that I'll never mention this to anyone if you don't want me to."

He turned his back to Ben, kneeling down to be at a better level for the teen to climb onto his back. Luckily, he had a Plumber suit on, so that Ben didn't have to be pressed up against all of those points and edges. Popigai pressed a few buttons on the chest of his suit and the back split open in small circles to allow the crystalline spikes that all male Petrosapiens had to jut out. They must have been held back by Popigai's will, which made Ben wonder how uncomfortable that was or how long it could be held for. But that suit design was the most streamlined and had the fewest possible complications with space travel involved.

Ben wasn't deterred by the spikes. It was a good idea, actually, seeing as how they were helpful for him to grab onto. They were spaced widely enough on Popigai's back that they would actually be very useful as handholds and somewhere for Ben to rest his legs. He didn't even have to try to know that there was no way he would be getting his legs around Popigai's waist the way that he could on a human.

"Yeah, you'd better not," Ben muttered half-heartedly. He rolled his eyes, still not happy with the arrangement, but swallowed his protests to wrap his arms around Popigai's thick neck and carefully heft himself up.

He worried about choking the Petrosapien for a moment before realizing that, to Popigai, Ben probably weighed little more than a sack of flour. He pulled a little harder, needing a tighter grip, but the Plumber didn't wobble. Only once Ben was situated, perched with his knees hooked over the protrusions from the man's back, did Popigai move.

Straightening back up, he idly reached a hand up as though to be sure that Ben was actually there. The hero was annoyed for a moment — he wasn't  _that_ light-weight! — before he realized that, more likely, Popigai was checking to be sure that Ben hadn't split himself open all over again with the climb alone.

The thought made Ben press his lips into a thin line, swallowing the familiar pang of embarrassment. He wasn't  _fragile_ , he was just injured. But, for once, he didn't feel like repeating that.

Regardless, once Popigai was satisfied that Ben wasn't about to bleed out against his back, he turned to the door to the infirmary. It was shoved open easily, the cadet not bothering to use the touchpad. Why waste time covering their tracks? Murowa obviously knew that they were there and she would probably be able to find them easily through the base's cameras if Ben's blood everywhere didn't clue her in.

Not that it was much of a clue — it was more like a smack upside the head.

"Where to?" Popgai asked as they exited. He automatically went left, opposite of the way that Ben had come from. There wasn't much down that way, save for the already opened doors and dried russet stains.

"I used Upgrade to sneak a peek at some of the info in their main computer hub," Ben said. "Not a lot of it was super useful. Mostly, it was ones and zeroes. But they had this blueprint of the area we're in. The original design shows that there's a comm room with a strong satellite only about a mile's walk from here. You're already headed the right way, just so you know. I think that Argyle is blocking satellite feed off of the station so that we can't call for help with any other method, but it'll be easy for some of my aliens to bypass that once I'm actually near a satellite." When he finished, Ben noticed that Popigai had slowed his pace. His head was turned ever-so-slightly to look at Ben out of the corner of his eye, expression drawn tight. Taken aback, it didn't take more than a second for Ben to scowl with impatience. They didn't have time to be wasting by standing around! "What? You're not going to insist on carrying me in your arms so you can watch for any bleeding, are you?"

Popigai returned the glare — or, he tried to. He must have been out of practice with having to look intimidating because his animosity quickly slipped away and, with a sigh, he turned back to facing front. To Ben's relief, he also resumed the same faster pace from before. "No, no. It's nothing like that. I was just wondering… Your injury. It affects your alien forms. Is using the Omnitrix really a good idea, sir? You could bleed out as a smaller alien. There wouldn't exactly be a lot of blood there to lose." He grimaced at the morbid thought.

Unbothered, Ben waved a dismissive hand. "It's fine. The Omnitrix makes sure to keep stuff proportional. Besides, Upgrade doesn't really have any internal structures that humans have. As him, this life-threatening cut is basically just a long scratch." He didn't feel the need to mention that, regardless of the extent of his injury as any given form, energy certainly carried over. Upgrade hadn't even been able to hold himself together at the end of Ben's search through the computer. He'd practically fallen apart and would have, had the Omnitrix not timed Ben out when it did.

But saying all of that probably would have only gotten Popigai worked up all over again so Ben chose to stay quiet.

"Still," the Petrosapien insisted in a way that made it really hard for Ben to  _not_ roll his eyes. "When we do get to the comm room in about ten minutes or so, I want to try my hand at the controls first. You may not need to use your aliens at all and I would feel much better if you would let yourself rest, Mr. Tennyson."

He snorted, idly leaning the side of his head against the back of Popigai's neck. It wasn't very comfortable, but after the day that Ben had, he found it near impossible to keep his eyes open. He let them close, though stubbornly refused to fall asleep. "Only if you start calling me my actual name. I've told you at least a dozen times by now, dude," he muttered in a tone that wasn't sleepy in the slightest. Not at all.

That got a chuckle from Popigai — which was funny because Ben hadn't been joking. "I accept your terms, Ben," he said far more cheerfully than anything else he had said since they met up. Then, more seriously, "I hate to keep you awake, but do you think that you can keep your head up long enough to navigate? It won't be far."

Stubbornly, Ben kept his head down. But, because Popigai had actually used his name, the teen amended it with, "Take the next left. I memorized that part of the map. I don't actually need to be watching." He could tell where they were mostly by guessing based on how fast Popigai was walking. The hallways didn't look different from each other.

"You can do that?" Popigai questioned, sounding impressed. That brought a faint smile to Ben's face and earned the Petrosapien some brownie points.

Ben shrugged. He twisted his position on Popigai's back, settling into a position that was more comfortable on his sore and tingly body. Of course, Ben wasn't about to fall asleep — he wasn't even tired, so why would he? "Sure," he replied. "Wasn't all that hard. It's really just memorizing the patterns of lines." He blinked his eyes open against his own desires, biting his lip to hold in a yawn. "So, since we're walking and talking… What are you still doing here? How come you didn't leave when the others did?"

"Well, it wasn't for a lack of trying," he grumbled. Popigai shifted his weight as he let out an unhappy groan, jostling Ben and sending a shock of pain up his spine. "When we got back to the hanger, there were mercenaries and other low-lives trying to steal our ships. Not too surprising — Plumber cruisers have very valuable parts that can go for a lot of taydenite on the intergalactic black market. I was on the same team as your Anodite friend, Gwendolyn."

 _That_ was an easy way to gain Ben's attention. He immediately perked up at the mention of his cousin, swallowing against the awful surge of longing in his chest. "You were? How's she holding up?" It came out more desperate than Ben would have liked but he didn't care.

Popigai smiled in a way that said the slip hadn't gone unnoticed. "Fine, as far as I can tell," he said gently. "She's worried about you. All of your friends are. Not that she spoke about it much in front of us, but… it was in the set of her face. And her eyes. Even while she worked, I think that she was only able to really focus on you."

Using a snort to mask his smile, Ben let himself relax again, satisfied. "Yeah, sounds like Gwen," he agreed. He considered whether or not he should speak again. Popigai didn't seem to mind the silence. Ben wasn't exactly eager to talk to him or anything, but he didn't want to risk falling asleep. A part of him couldn't help by think that if he did, he wouldn't wake up. Having something to focus on helped. "So, uh, how'd you get separated from the others in the first place? And end up here?" He gestured around them with a flick of the wrist. Whether Popigai took "here" to mean "the station" or "this specific hallway," Ben was only hoping to get a story out of it.

That wiped the smile off of the Petrosapien's face. He grimaced. "Ah, yes. Well, I… It was all going well. Gwendolyn had been counting the prisoners that we rescued, and—"

"Okay, wait," Ben cut him off, feeling only slightly bad about it. "Prisoners? On this station? How many?"

He got an incredulous look for asking, but all Ben could do was shrug. He hadn't gotten whatever memo everyone was referring to — he might have, had he not been busy being kidnapped and threatened and tied down.

"You remember how you and Rook discovered that Petrosapiens were being kidnapped and going missing?" He shot Ben a glance, waiting for the human to nod before facing forward. "We found out that they're being kept on board here, in the millions, at least. Rook recovered some documents that went into more detail but they never listed how many were being kept in total," he explained.

The news was sobering — like being splashed with a bucket of ice-cold water. Ben's expression didn't change, but only because he was determined to look calm and put together. In reality, his mind was spinning and he suddenly found it hard to breathe. He knew that it was millions, but so many people on one station? Right where Ben would be able to help them the easiest? It seemed too good to be true. Too convenient.

Were they being played?

Ben didn't ask, knowing already that Popigai wouldn't have an answer. "So what happened once you guys got on board?" He asked instead.

"I was with Igneous," Popigai supplied. "We were working with Gwendolyn to free some of the prisoners — as many as we could. I might have mentioned that already. If I have, my bad. I can be forgetful. Anyway, it was partly to serve as a distraction, partly to help innocent victims, and partly because a few thousand testimonies will be more than enough to make the Plumbers drop their tangles of policy and come to our assistance. Especially now that our Lead Magister is a bit…  _preoccupied_." He stiffened, seeming to remember something. "Right! I was telling you about how we got separated! Well, the power in the section of the station that we were in began to give out so we took what people we had saved and rushed back to the makeshift hanger. Once we got there, we found some mercenaries and the other lowlifes paid to be here trying to break into our ships and hotwire them to make an escape. They got away with enough of them that our options were… limited. I was helping to load some of the former prisoners into the ships when I saw Igneous get flung through a wall. I went to help him fight off his attackers. We managed, but…" His pace slowed but, unlike before, Ben didn't mind. "His helmet was damaged. I got him onto one of the ships too and hung back to defend them during takeoff. By the time I realized that the last ship was leaving…" Popigai shook his head with a grimace. "It's my fault. I wasn't paying enough attention. I've been wandering around searching for a functional escape pod or left-over ship ever since. But I don't think the odds of finding anything are very high."

It wasn't a very appealing thought, but Popigai had a point. The few escape pods that Ben had managed to find were out of commission. He doubted that he would be well enough to fly any time soon. He again thought of Alien X, but if Bellicus and Serena didn't want to help, changing back to Ben was a whole different argument and he didn't want to waste time standing around stationary. That was  _begging_ for another capture.

They had practically zero options other than taking control of the station or contacting the Plumbers. Ben clung to the latter idea — it was all that he had to focus on.

"Were there any others left behind?" Ben asked. He felt a shot of guilt, thinking about how he had been about to leave with Kevin and Rook without even  _considering_ the others they no doubt brought with them. He had no idea how many soldiers were originally brought to the station to begin with and mentally chastised himself for it. Wasn't he supposed to be the hero?

Popigai shrugged. "Possibly," he responded, unconcerned. "I wouldn't worry about them. If they're still here, that's because they want to be. Remember, Ben, the people that your friends brought with them are all soldiers or incredibly dedicated to the cause. If there's a vendetta to be dealt with, a Petrosapien won't rest until they're satisfied. There isn't anything you can do about that other than stand back and try not to get caught in the crossfire." Sensing that Ben wasn't soothed, Popigai turned his head to look up at Ben with kind eyes. "And if something is wrong, there's no greater honor in our society than dying in a righteous battle."

"Nothing wrong with living through one, either," Ben replied with a huff.

His words had no effect on changing the Petrosapien's mind, but Popigai nodded anyway. "Yes," he agreed absently. His tone sounded distant, as though his thoughts were millions of lightyears away while each step carried them forward down the near-silent hall. "Nothing wrong with living."

Ben knew better than to ask what Popigai was thinking about. He had the feeling that he wouldn't like the answer. He instead settled his chin on the cadet's shoulder and dimly decided that maybe falling asleep  _was_ better than forcing conversation.

**Notes for the Chapter:**

> It seems that I simply cannot stop writing character development with my OCs. Oh, well. Maybe they'll punch something in the next chapter.
> 
> **Chapter Thirty-One: _Give and Take_**

**Author's Note:**

> **Follow my Tumblr[HERE](http://karkalicious769.tumblr.com) for bonus content + updates surrounding this fic and other Ben 10 related posts!**
> 
> **This fic has a playlist on YouTube[HERE!](https://www.youtube.com/playlist?list=PL1jND8Ed_auQ7MdwfmKNgAJVnzkhlQWOu) I recommend listening to some tracks while reading for the optimal experience. _ADDITIONALLY,_ I have created two seperate, smaller playlists: one for [BEN & ROOK](https://www.youtube.com/playlist?list=PL1jND8Ed_auSIxP4R3rJ0_rWfoq2jggMC) and another for [ARGYLE & MUROWA](https://www.youtube.com/playlist?list=PL1jND8Ed_auRQDDsa6udtII5Zig1j5sd7). Enjoy! **


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